Cover Page
Cover Page - shares | 6 Months Ended | |
Jun. 25, 2022 | Aug. 01, 2022 | |
Cover [Abstract] | ||
Document Type | 10-Q | |
Document Quarterly Report | true | |
Document Period End Date | Jun. 25, 2022 | |
Document Transition Report | false | |
Entity File Number | 001-39898 | |
Entity Registrant Name | Driven Brands Holdings Inc. | |
Entity Incorporation, State or Country Code | DE | |
Entity Tax Identification Number | 47-3595252 | |
Entity Address, Address Line One | 440 South Church Street | |
Entity Address, Address Line Two | Suite 700 | |
Entity Address, City or Town | Charlotte | |
Entity Address, State or Province | NC | |
Entity Address, Postal Zip Code | 28202 | |
City Area Code | 704 | |
Local Phone Number | 377-8855 | |
Title of 12(b) Security | Common Stock, $0.01 par value | |
Trading Symbol | DRVN | |
Security Exchange Name | NASDAQ | |
Entity Current Reporting Status | Yes | |
Entity Interactive Data Current | Yes | |
Entity Filer Category | Non-accelerated Filer | |
Entity Small Business | false | |
Entity Emerging Growth Company | false | |
Entity Shell Company | false | |
Entity Common Stock, Shares Outstanding | 167,477,320 | |
Entity Central Index Key | 0001804745 | |
Amendment Flag | false | |
Document Fiscal Year Focus | 2022 | |
Document Fiscal Period Focus | Q2 | |
Current Fiscal Year End Date | --12-31 |
CONSOLIDATED STATEMENTS OF OPER
CONSOLIDATED STATEMENTS OF OPERATIONS (Unaudited) - USD ($) shares in Thousands, $ in Thousands | 3 Months Ended | 6 Months Ended | ||
Jun. 25, 2022 | Jun. 26, 2021 | Jun. 25, 2022 | Jun. 26, 2021 | |
Revenue: | ||||
Revenue | $ 508,624 | $ 374,828 | $ 976,947 | $ 704,247 |
Operating Expenses: | ||||
Selling, general, and administrative expenses | 97,977 | 77,935 | 190,197 | 146,984 |
Acquisition costs | 3,338 | 389 | 7,656 | 2,038 |
Store opening costs | 666 | 405 | 1,172 | 694 |
Depreciation and amortization | 38,087 | 26,423 | 71,110 | 50,275 |
Trade name impairment charge | 125,450 | 0 | 125,450 | 0 |
Asset impairment charges and lease terminations | (882) | 2,178 | 16 | 3,431 |
Total operating expenses | 544,309 | 311,188 | 938,912 | 590,887 |
Operating income (loss) | (35,685) | 63,640 | 38,035 | 113,360 |
Other expenses, net: | ||||
Interest expense, net | 26,270 | 16,612 | 51,623 | 34,702 |
Loss (gain) on foreign currency transactions | 13,937 | (5,229) | 14,908 | 5,282 |
Loss on debt extinguishment | 0 | 78 | 0 | 45,576 |
Nonoperating Income (Expense) | 40,207 | 11,461 | 66,531 | 85,560 |
Income (loss) before taxes | (75,892) | 52,179 | (28,496) | 27,800 |
Income tax expense (benefit) | (18,848) | 17,011 | (5,880) | 12,565 |
Net income (loss) | (57,044) | 35,168 | (22,616) | 15,235 |
Net income (loss) attributable to non-controlling interest | 0 | (36) | (15) | (30) |
Net income (loss) attributable to Driven Brands Holdings Inc. | $ (57,044) | $ 35,204 | $ (22,601) | $ 15,265 |
Earnings (loss) per share: | ||||
Basic (in dollars per share) | $ (0.34) | $ 0.21 | $ (0.14) | $ 0.09 |
Diluted (in dollars per share) | $ (0.34) | $ 0.21 | $ (0.14) | $ 0.09 |
Weighted average shares outstanding | ||||
Basic (shares) | 162,781 | 162,626 | 162,772 | 158,727 |
Diluted (shares) | 162,781 | 166,512 | 162,772 | 162,271 |
Franchise royalties and fees | ||||
Revenue: | ||||
Revenue | $ 44,850 | $ 37,873 | $ 82,738 | $ 68,287 |
Company-operated store sales | ||||
Revenue: | ||||
Revenue | 323,885 | 206,198 | 616,276 | 390,053 |
Operating Expenses: | ||||
Operating expenses | 192,939 | 123,820 | 370,806 | 236,575 |
Independently-operated store sales | ||||
Revenue: | ||||
Revenue | 54,942 | 56,379 | 118,031 | 112,542 |
Operating Expenses: | ||||
Operating expenses | 28,843 | 30,792 | 62,142 | 61,900 |
Advertising contributions | ||||
Revenue: | ||||
Revenue | 22,091 | 19,648 | 41,789 | 36,903 |
Operating Expenses: | ||||
Operating expenses | 22,091 | 19,648 | 41,789 | 36,903 |
Supply and other revenue | ||||
Revenue: | ||||
Revenue | 62,856 | 54,730 | 118,113 | 96,462 |
Operating Expenses: | ||||
Operating expenses | $ 35,800 | $ 29,598 | $ 68,574 | $ 52,087 |
CONSOLIDATED STATEMENTS OF COMP
CONSOLIDATED STATEMENTS OF COMPREHENSIVE INCOME (LOSS) (Unaudited) - USD ($) $ in Thousands | 3 Months Ended | 6 Months Ended | ||
Jun. 25, 2022 | Jun. 26, 2021 | Jun. 25, 2022 | Jun. 26, 2021 | |
Statement of Comprehensive Income [Abstract] | ||||
Net income (loss) | $ (57,044) | $ 35,168 | $ (22,616) | $ 15,235 |
Other comprehensive income (loss): | ||||
Foreign currency translation adjustment | (42,114) | 11,411 | (47,688) | 2,168 |
Unrealized gain from cash flow hedges, net of tax | (225) | 0 | (93) | 30 |
Defined benefit pension plan actuarial gain, net of tax | 7 | 0 | 7 | 128 |
Other comprehensive income (loss), net | (42,332) | 11,411 | (47,774) | 2,326 |
Total comprehensive income (loss) | (99,376) | 46,579 | (70,390) | 17,561 |
Comprehensive income (loss) attributable to non-controlling interests | (19) | (1) | (21) | 39 |
Comprehensive income (loss) attributable to Driven Brands Holdings Inc. | $ (99,357) | $ 46,580 | $ (70,369) | $ 17,522 |
CONSOLIDATED BALANCE SHEETS (Un
CONSOLIDATED BALANCE SHEETS (Unaudited) - USD ($) $ in Thousands | Jun. 25, 2022 | Dec. 25, 2021 |
Current assets: | ||
Cash and cash equivalents | $ 197,853 | $ 523,414 |
Restricted cash | 792 | 792 |
Accounts and Notes receivable | 178,201 | 117,903 |
Inventory | 53,124 | 46,990 |
Prepaid and other assets | 47,964 | 24,326 |
Income tax receivable | 5,070 | 6,867 |
Assets held for sale | 3,275 | 3,275 |
Advertising fund assets, restricted | 55,596 | 45,360 |
Total current assets | 541,875 | 768,927 |
Notes receivable, net | 5,092 | 3,182 |
Property and equipment, net | 1,481,064 | 1,350,984 |
Operating lease right-of-use assets | 1,031,731 | 995,625 |
Deferred commissions | 10,738 | 10,567 |
Intangibles, net | 733,469 | 816,183 |
Goodwill | 2,108,002 | 1,910,392 |
Deferred tax assets | 1,360 | 1,509 |
Total assets | 5,913,331 | 5,857,369 |
Current liabilities: | ||
Accounts payable | 115,424 | 83,033 |
Accrued expenses and other liabilities | 253,742 | 297,620 |
Income tax payable | 30,021 | 11,054 |
Current portion of long term debt | 23,590 | 26,044 |
Income tax receivable liability | 24,255 | 24,255 |
Advertising fund liabilities | 30,264 | 26,441 |
Total current liabilities | 477,296 | 468,447 |
Long-term debt | 2,464,909 | 2,356,320 |
Deferred tax liabilities | 223,336 | 257,067 |
Operating lease liabilities | 969,598 | 931,604 |
Income tax receivable liability | 131,715 | 131,715 |
Deferred revenue | 39,829 | 37,576 |
Long-term accrued expenses and other liabilities | 23,188 | 29,398 |
Total liabilities | 4,329,871 | 4,212,127 |
Commitments and contingencies | ||
Common stock, $0.01 par value, 900 million shares authorized: and 168 million and 167 million shares issued at June 25, 2022 and December 25, 2021. | 1,677 | 1,674 |
Additional paid-in capital | 1,614,927 | 1,605,890 |
Retained earnings | 19,006 | 41,607 |
Accumulated other comprehensive loss | (52,796) | (5,028) |
Total shareholders’ equity attributable to Driven Brands Holdings Inc. | 1,582,814 | 1,644,143 |
Non-controlling interests | 646 | 1,099 |
Total shareholders' equity | 1,583,460 | 1,645,242 |
Total liabilities and shareholders' equity | $ 5,913,331 | $ 5,857,369 |
CONSOLIDATED BALANCE SHEETS (_2
CONSOLIDATED BALANCE SHEETS (Unaudited) (Parenthetical) - $ / shares | Jun. 25, 2022 | Dec. 25, 2021 |
Statement of Financial Position [Abstract] | ||
Common stock, par value (in dollars per share) | $ 0.01 | $ 0.01 |
Common stock, shares authorized (in shares) | 900,000,000 | 900,000,000 |
Common stock, shares issued (in shares) | 168,000,000 | 167,000,000 |
CONSOLIDATED STATEMENTS OF SHAR
CONSOLIDATED STATEMENTS OF SHAREHOLDERS’/MEMBERS’ EQUITY (Unaudited) - USD ($) $ in Thousands | Total | Common stock | Additional paid-in capital | Retained earnings | Accumulated other comprehensive income (loss) | Non-controlling interests |
Beginning balance at Dec. 26, 2020 | $ 1,106,360 | $ 565 | $ 1,055,172 | $ 31,975 | $ 16,528 | $ 2,120 |
Increase (Decrease) in Stockholders' Equity [Roll Forward] | ||||||
Net income (loss) | (19,932) | (19,939) | 7 | |||
Other comprehensive income (loss) | (9,085) | (9,085) | ||||
Equity-based compensation expense | 983 | 983 | ||||
Issuance of common stock upon initial public offering, net of underwriting discounts and commissions | 661,500 | 1,082 | 660,418 | |||
Common stock issued upon underwriter's exercise of over-allotment | 99,225 | 48 | 99,177 | |||
Repurchase of common stock | (42,977) | (21) | (42,956) | |||
Exercise of stock options | 25 | 25 | ||||
Establishment of income tax receivable liability | (155,970) | (155,970) | ||||
IPO fees | (14,757) | (14,757) | ||||
Other | (63) | 0 | (63) | |||
Ending balance at Mar. 27, 2021 | 1,625,309 | 1,674 | 1,602,092 | 12,036 | 7,443 | 2,064 |
Beginning balance at Dec. 26, 2020 | 1,106,360 | 565 | 1,055,172 | 31,975 | 16,528 | 2,120 |
Increase (Decrease) in Stockholders' Equity [Roll Forward] | ||||||
Net income (loss) | 15,235 | |||||
Other comprehensive income (loss) | 2,326 | |||||
Ending balance at Jun. 26, 2021 | 1,671,942 | 1,674 | 1,603,095 | 47,240 | 18,854 | 1,079 |
Beginning balance at Dec. 26, 2020 | 1,106,360 | 565 | 1,055,172 | 31,975 | 16,528 | 2,120 |
Ending balance at Dec. 25, 2021 | 1,645,242 | 1,674 | 1,605,890 | 41,607 | (5,028) | 1,099 |
Beginning balance at Mar. 27, 2021 | 1,625,309 | 1,674 | 1,602,092 | 12,036 | 7,443 | 2,064 |
Increase (Decrease) in Stockholders' Equity [Roll Forward] | ||||||
Net income (loss) | 35,168 | 35,204 | (36) | |||
Other comprehensive income (loss) | 11,411 | 11,412 | (1) | |||
Equity-based compensation expense | 1,028 | 1,028 | ||||
Other | (26) | (25) | (1) | |||
At Pac divestiture | (948) | (948) | ||||
Ending balance at Jun. 26, 2021 | 1,671,942 | 1,674 | 1,603,095 | 47,240 | 18,854 | 1,079 |
Beginning balance at Dec. 25, 2021 | 1,645,242 | 1,674 | 1,605,890 | 41,607 | (5,028) | 1,099 |
Increase (Decrease) in Stockholders' Equity [Roll Forward] | ||||||
Net income (loss) | 34,428 | 34,443 | (15) | |||
Other comprehensive income (loss) | (5,442) | (5,455) | 13 | |||
Equity-based compensation expense | 2,618 | 2,618 | ||||
Stock issued related to Employee Stock Purchase Plan | 2,092 | 1 | 2,091 | |||
Tax withholding on stock option exercises | (14) | (14) | ||||
Divestiture of Denmark car wash operations | (432) | (432) | ||||
Ending balance at Mar. 26, 2022 | 1,678,492 | 1,675 | 1,610,585 | 76,050 | (10,483) | 665 |
Beginning balance at Dec. 25, 2021 | 1,645,242 | 1,674 | 1,605,890 | 41,607 | (5,028) | 1,099 |
Increase (Decrease) in Stockholders' Equity [Roll Forward] | ||||||
Net income (loss) | (22,616) | |||||
Other comprehensive income (loss) | (47,774) | |||||
Ending balance at Jun. 25, 2022 | 1,583,460 | 1,677 | 1,614,927 | 19,006 | (52,796) | 646 |
Beginning balance at Mar. 26, 2022 | 1,678,492 | 1,675 | 1,610,585 | 76,050 | (10,483) | 665 |
Increase (Decrease) in Stockholders' Equity [Roll Forward] | ||||||
Net income (loss) | (57,044) | (57,044) | 0 | |||
Other comprehensive income (loss) | (42,332) | (42,313) | (19) | |||
Equity-based compensation expense | 4,233 | 4,233 | ||||
Exercise of stock options | 111 | 2 | 109 | |||
Ending balance at Jun. 25, 2022 | $ 1,583,460 | $ 1,677 | $ 1,614,927 | $ 19,006 | $ (52,796) | $ 646 |
CONSOLIDATED STATEMENTS OF CASH
CONSOLIDATED STATEMENTS OF CASH FLOWS (Unaudited) - USD ($) $ in Thousands | 3 Months Ended | 6 Months Ended | 12 Months Ended | ||||
Jun. 25, 2022 | Mar. 26, 2022 | Jun. 26, 2021 | Mar. 27, 2021 | Jun. 25, 2022 | Jun. 26, 2021 | Dec. 25, 2021 | |
Statement of Cash Flows [Abstract] | |||||||
Net income (loss) | $ (57,044) | $ 34,428 | $ 35,168 | $ (19,932) | $ (22,616) | $ 15,235 | |
Adjustments to reconcile net income (loss) to net cash provided by operating activities: | |||||||
Depreciation and amortization | 38,087 | 26,423 | 71,110 | 50,275 | |||
Trade name impairment | 125,450 | 0 | 125,450 | 0 | |||
Non-cash lease cost | 35,049 | 37,938 | |||||
Loss on foreign denominated transactions | 14,908 | 5,707 | |||||
Gain on foreign currency derivatives | 0 | (425) | |||||
Bad debt expense | 936 | 1,739 | |||||
Asset impairment costs | 16 | 3,431 | |||||
Amortization of deferred financing costs and bond discounts | 4,565 | 3,619 | |||||
Benefit (provision) for deferred income taxes | (31,908) | 4,742 | |||||
Loss on extinguishment of debt | 0 | 78 | 0 | 45,576 | |||
Other, net | (1,925) | 1,375 | |||||
Changes in assets and liabilities, net of acquisitions: | |||||||
Accounts and notes receivable, net | (61,461) | (24,174) | |||||
Inventory | (6,899) | (396) | |||||
Prepaid and other assets | (19,082) | (20,885) | |||||
Advertising fund assets and liabilities, restricted | (1,321) | 12,548 | |||||
Deferred commissions | (178) | (809) | |||||
Deferred revenue | 497 | 2,994 | |||||
Accounts payable | 20,209 | 3,860 | |||||
Accrued expenses and other liabilities | (45,950) | 9,707 | |||||
Income tax receivable | 19,640 | 3,665 | |||||
Operating lease liabilities | (25,651) | (31,034) | |||||
Cash provided by operating activities | 75,389 | 124,688 | |||||
Cash flows from investing activities: | |||||||
Capital expenditures | (148,763) | (46,222) | |||||
Cash used in business acquisitions, net of cash acquired | (394,388) | (205,556) | |||||
Proceeds from sale-leaseback transactions | 56,083 | 49,166 | |||||
Proceeds from sale of company-operated stores | 0 | 5,775 | |||||
Proceeds from disposition of car wash operations | 1,551 | 0 | |||||
Proceeds from disposal of property and equipment | 632 | 0 | |||||
Cash used in investing activities | (484,885) | (196,837) | |||||
Cash flows from financing activities: | |||||||
Payment of debt extinguishment and issuance costs | 0 | (2,408) | |||||
Repayment of long-term debt | (9,682) | (712,649) | |||||
Proceeds from revolving lines of credit and short-term debt | 105,000 | 213,800 | |||||
Repayments of revolving lines of credit and short-term debt | 0 | (152,800) | |||||
Repayment of principal portion of finance lease liability | (1,156) | (1,127) | |||||
Proceeds from initial public offering, net of underwriting discounts | 0 | 661,500 | |||||
Net proceeds from underwriters' exercise of over-allotment option | 0 | 99,225 | |||||
Repurchases of common stock | 0 | (43,040) | |||||
Payment for termination of interest rate swaps | 0 | (21,826) | |||||
Stock option exercises | 188 | 0 | |||||
Other, net | (36) | 152 | |||||
Cash provided by financing activities | 94,314 | 40,827 | |||||
Effect of exchange rate changes on cash | (4,454) | 1,813 | |||||
Net change in cash, cash equivalents, restricted cash, and cash included in advertising fund assets, restricted | (319,636) | (29,509) | |||||
Cash and cash equivalents, beginning of period | 523,414 | 172,611 | 523,414 | 172,611 | $ 172,611 | ||
Cash included in advertising fund assets, restricted, beginning of period | 38,586 | 19,369 | 38,586 | 19,369 | 19,369 | ||
Restricted cash, beginning of period | 792 | 15,827 | 792 | 15,827 | 15,827 | ||
Cash, cash equivalents, restricted cash, and cash included in advertising fund assets, restricted, beginning of period | $ 562,792 | $ 207,807 | 562,792 | 207,807 | 207,807 | ||
Cash and cash equivalents, end of period | 197,853 | 147,257 | 197,853 | 147,257 | 523,414 | ||
Cash included in advertising fund assets, restricted, end of period | 44,511 | 30,882 | 44,511 | 30,882 | 38,586 | ||
Restricted cash, end of period | 792 | 159 | 792 | 159 | 792 | ||
Cash, cash equivalents, restricted cash, and cash included in advertising fund assets, restricted, end of period | $ 243,156 | $ 178,298 | 243,156 | 178,298 | $ 562,792 | ||
Supplemental cash flow disclosures - non-cash items: | |||||||
Accrued capital expenditures, end of period | 5,464 | 5,772 | |||||
Supplemental cash flow disclosures - cash paid for: | |||||||
Interest | 51,491 | 38,966 | |||||
Income taxes | $ 5,457 | $ 5,531 |
Description of Business
Description of Business | 6 Months Ended |
Jun. 25, 2022 | |
Organization, Consolidation and Presentation of Financial Statements [Abstract] | |
Description of Business | Description of Business Description of Business Driven Brands Holdings Inc., together with its subsidiaries (collectively, the “Company”), is a Delaware corporation and is the parent holding company of Driven Brands, Inc. and Shine Holdco (UK) Limited (collectively, “Driven Brands”). Driven Brands is the largest automotive services company in North America with a growing and highly-franchised base of more than 4,600 franchised, independently-operated, and company-operated locations across 49 U.S. states and 14 other countries. The Company has a portfolio of highly recognized brands, including Take 5 Oil Change®, Meineke Car Care Centers®, MAACO®, CARSTAR®, and 1-800-Radiator & A/C® that compete in the automotive services industry. Approximately 77% of the Company’s locations are franchised or independently-operated. Initial Public Offering and Secondary Offering in 2021 On January 14, 2021, the Company completed an initial public offering (the “IPO”) of approximately 32 million shares of common stock at $22 per share. On February 10, 2021, the Company’s underwriters exercised their over-allotment option to purchase approximately 5 million additional shares of common stock. The Company received total proceeds of $761 million from these transactions, net of the underwriting discounts and commissions. The Company used the proceeds from the IPO, along with cash on hand, to fully repay the term loans and revolving credit facility assumed as part of the acquisition of International Car Wash Group (“ICWG”) in 2020 (collectively, the “Car Wash Senior Credit Facilities”), which totaled $725 million with interest and fees. The Company recognized a $46 million loss on debt extinguishment for six months ended June 26, 2021 related to this settlement, primarily related to the write-off of the unamortized discount. The Company cancelled the interest rate and cross currency swaps associated with these debt agreements as part of the settlement. The Company also used $43 million in proceeds to purchase approximately 2 million shares of common stock from certain of our existing shareholders. On August 2, 2021, the Company filed a Registration Statement on Form S-1 for a secondary offering of approximately 12 million shares of common stock at $29.50 per share by certain of the Company’s stockholders, Driven Equity LLC and RC IV Cayman ICW Holdings LLC, each of which is a related party of Roark Capital Management, LLC. The Company did not sell any common stock in the offering and did not receive any proceeds from the offering. On September 8, 2021, the underwriters for the secondary offering exercised a portion of their over-allotment option and purchased 881,393 additional shares of common stock. The Company did not receive any proceeds from the exercise of the over-allotment option. Income Tax Receivable Agreement The Company expects to be able to utilize certain tax benefits which are related to periods prior to the effective date of the Company’s IPO and are attributed to current and former shareholders. The Company previously entered into an income tax receivable agreement which provides our pre-IPO shareholders with the right to receive payment of 85% of the amount of cash savings, if any, in U.S. and Canadian federal, state, local and provincial income tax that the Company will actually realize. The income tax receivable agreement is effective as of the date of the Company’s IPO. The Company has recorded a total liability of $156 million as of June 25, 2022 and December 25, 2021, of which $24 million and $132 million are recorded under current and non-current liabilities, respectively. Stock Split On January 14, 2021, the Company’s shareholders approved an amendment to the Company’s certificate of incorporation (the "Amendment") to effect an implied 88,990-for-one stock split of shares of the Company’s outstanding |
Summary of Significant Accounti
Summary of Significant Accounting Policies | 6 Months Ended |
Jun. 25, 2022 | |
Accounting Policies [Abstract] | |
Summary of Significant Accounting Policies | Summary of Significant Accounting Policies Fiscal Year The Company operates and reports financial information on a 52- or 53-week year with the fiscal year ending on the last Saturday in December and fiscal quarters ending on the 13th Saturday of each quarter (or 14th Saturday when applicable with respect to the fourth fiscal quarter). The three and six months ended June 25, 2022 and June 26, 2021, each consist of 13 weeks and 26 weeks, respectively. The Car Wash segment is currently consolidated based on a calendar month end. Basis of Presentation The unaudited consolidated financial statements have been prepared in accordance with accounting principles generally accepted in the United States of America ("U.S. GAAP") for interim financial information and pursuant to the rules and regulations of the Securities and Exchange Commission. In the opinion of management, the unaudited interim financial data includes all adjustments, consisting only of normal recurring adjustments, necessary for a fair statement of the results of operations, balance sheet, cash flows and shareholders’ equity for the interim periods presented. The adjustments include the accounts of the Company and its wholly-owned subsidiaries. All significant intercompany balances and transactions have been eliminated in consolidation. These interim consolidated financial statements should be read in conjunction with the consolidated financial statements as of and for the year ended December 25, 2021. Certain information and note disclosures normally included in the financial statements prepared in accordance with U.S. GAAP have been condensed or omitted pursuant to such rules and regulations. The results of operations for the three and six months ended June 25, 2022 may not be indicative of the results to be expected for any other interim period or the year ending December 31, 2022. Use of Estimates The preparation of financial statements in conformity with U.S. GAAP requires management to make estimates and assumptions that affect the amounts reported in the consolidated financial statements and the related notes to the consolidated financial statements. Estimates are based upon historical factors, current circumstances and the experience and judgment of the Company’s management. Management evaluates its estimates and assumptions on an ongoing basis and may employ outside experts to assist in its evaluations. Changes in such estimates, based on more accurate future information, or different assumptions or conditions, may affect amounts reported in future periods. Deferred IPO costs Costs incurred that are directly related to the IPO, such as legal and accounting fees, registration fees, printing expenses, and other similar fees and expenses, totaling $9 million were capitalized and included within prepaid and other assets as of December 26, 2020. Upon completion of the IPO, the Company reclassified these costs, as well as an additional $6 million of IPO costs incurred during the six months ended June 26, 2021 to Additional paid-in capital within the statement of Shareholders’/members’ equity. Fair Value of Financial Instruments Financial assets and liabilities are categorized, based on the inputs to the valuation technique, into a three-level fair value hierarchy. The fair value hierarchy gives the highest priority to the quoted prices in active markets for identical assets and liabilities and the lowest priority to unobservable inputs. Observable market data, when available, is required to be used in making fair value measurements. When inputs used to measure fair value fall within different levels of the hierarchy, the level within which the fair value measurement is categorized is based on the lowest level input that is significant to the fair value measurement. The Company classifies and discloses assets and liabilities carried at fair value in one of the following three categories: • Level 1: Inputs are quoted prices (unadjusted) in active markets for identical assets or liabilities that the reporting entity has the ability to access at the measurement date; • Level 2: Inputs are inputs other than quoted prices included within Level 1 that are observable for the asset or liability, either directly or indirectly; or • Level 3: Inputs are unobservable inputs for the asset or liability. Unobservable inputs are used to measure fair value to the extent that observable inputs are not available, thereby allowing for situations in which there is little, if any, market activity for the asset or liability at the measurement date. Financial assets and liabilities measured at fair value on a recurring basis as of June 25, 2022 and December 25, 2021 are summarized as follows: Items Measured at Fair Value at June 25, 2022 (in thousands) Level 1 Level 2 Total Mutual fund investments held in rabbi trust $ 766 $ — $ 766 Foreign currency derivative assets designated as hedging instruments $ — $ 1,030 $ 1,030 Foreign currency derivative liabilities designated as hedging instruments $ — $ 304 $ 304 Foreign currency derivative liabilities not designated as hedging instruments $ — $ 1,528 $ 1,528 Items Measured at Fair Value at December 25, 2021 (in thousands) Level 1 Level 2 Total Mutual fund investments held in rabbi trust $ 976 $ — $ 976 Foreign currency derivative liabilities designated as hedging instruments $ — $ 536 $ 536 The fair value of the Company’s foreign currency derivative instruments are derived from valuation models, which use Level 2 observable inputs such as quoted market prices, interest rates and forward yield curves. Derivative assets are included in Prepaid and other assets or Notes receivable, net in the consolidated balance sheet depending on the remaining period to maturity. Derivative liabilities not designated as a hedging instrument are included in Accrued expenses and other liabilities in the consolidated balance Sheet. Derivative liabilities designated as a hedging instrument are included in long-term accrued expenses and other liabilities in the consolidated balance sheet. The carrying values of cash, restricted cash, and receivables included in the consolidated balance sheet approximate their fair value. The fair value of long-term debt is estimated based on Level 2 inputs using discounted cash flows and market-based expectations for interest rates, credit risk and contractual terms of the debt agreements. The carrying value and estimated fair value of total long-term debt were as follows: June 25, 2022 December 25, 2021 (in thousands) Carrying value Estimated fair value Carrying value Estimated fair value Long-term debt $ 2,488,499 $ 2,311,046 $ 2,382,364 $ 2,411,987 Accumulated Other Comprehensive Income (Loss) The following tables present changes in each component of accumulated other comprehensive income (loss), net of tax: Three months ended June 25, 2022 (in thousands) Foreign currency translation adjustment Cash flow hedges Defined benefit pension plan Accumulated other comprehensive income (loss) Balance as of March 26, 2022 $ (9,770) $ (626) $ (87) $ (10,483) Net change (42,095) (225) 7 (42,313) Balance as of June 25, 2022 $ (51,865) $ (851) $ (80) $ (52,796) Three months ended June 26, 2021 (in thousands) Foreign currency translation adjustment Cash flow hedges Defined benefit pension plan Accumulated other comprehensive income (loss) Balance at March 27, 2021 $ 7,591 $ (57) $ (91) $ 7,443 Net change 11,411 — — 11,411 Balance as of June 26, 2021 $ 19,002 $ (57) $ (91) $ 18,854 Six months ended June 25, 2022 (in thousands) Foreign currency translation adjustment Cash flow hedges Defined benefit pension plan Accumulated other comprehensive income (loss) Balance as of December 25, 2021 $ (4,183) $ (758) $ (87) $ (5,028) Net change (47,682) (93) 7 (47,768) Balance as of June 25, 2022 $ (51,865) $ (851) $ (80) $ (52,796) Six months ended June 26, 2021 (in thousands) Foreign currency translation adjustment Cash flow hedges Defined benefit pension plan Accumulated other comprehensive income (loss) Balance as of December 26, 2020 $ 16,834 $ (87) $ (219) $ 16,528 Net change 2,168 30 128 2,326 Balance as of June 26, 2021 $ 19,002 $ (57) $ (91) $ 18,854 Recently Issued Accounting Standards In March 2020, the FASB issued ASU 2020-04, Reference Rate Reform (Topic 848): Facilitation of the Effects of Reference Rate Reform on Financial Reporting |
Acquisitions and Dispositions
Acquisitions and Dispositions | 6 Months Ended |
Jun. 25, 2022 | |
Business Combination and Asset Acquisition [Abstract] | |
Acquisitions and Dispositions | Acquisitions and Dispositions The Company strategically acquires companies and assets in order to increase its footprint and offer products and services that diversify its existing offerings. These acquisitions are accounted for as either business combinations or asset acquisitions, whereby the purchase price is allocated to the assets acquired and liabilities assumed, based on their fair values as of the date of the acquisition. 2022 Acquisitions The Company completed 12 acquisitions in the Car Wash segment during the six months ended June 25, 2022, representing 17 sites, which were deemed to be business combinations. The aggregate cash consideration for these acquisitions, net of cash acquired and liabilities assumed, was approximately $164.7 million. On June 14, 2022, the Car Wash segment acquired Jimmy Clean Car Wash, which was comprised of 3 sites for a total consideration of $31.9 million. The Company completed 2 acquisitions in the Maintenance segment during the six months ended June 25, 2022, representing 2 sites, which were deemed to be business combinations. The aggregate cash consideration for these acquisitions, net of cash acquired and liabilities assumed, was $2.9 million. In addition, the Company completed 4 acquisitions in the Paint, Collision & Glass segment during the six months ended June 25, 2022 representing 115 sites, which were deemed to be business combinations. On December 30, 2021 the Company acquired Auto Glass Now® (“AGN”). AGN had 79 sites at the time of the Company’s acquisition, and is included within the Company’s Paint, Collision & Glass segment. AGN has over 20 years of experience in auto glass repair, replacement, and calibration and expands the Company’s auto glass offering into the U.S. The aggregate cash consideration for this acquisition, net of cash acquired and liabilities assumed, was $170.6 million. On April 28, 2022, the Company acquired All Star Glass (“ASG”), which was comprised of 30 sites for a total consideration of $43.7 million. The Company will amortize the acquired lease right of use assets, customer list intangibles, and definite lived trade name over their estimated remaining lives of 3 to 34 years, 20 years, and one year, respectively. The Company estimated the fair value of acquired assets and liabilities as of the date of acquisition based on information currently available. As the Company finalizes the fair value of assets acquired and liabilities assumed, additional purchase price adjustments may be recorded during the measurement period. The provisional amounts for assets acquired and liabilities assumed for the 2022 acquisitions are as follows: (in thousands) Jimmy Clean Car Wash All Other Car Wash Maintenance All Star Glass Auto Glass Now All Other Paint, Collision & Glass Total Assets: Cash $ 6 $ 32 $ — $ 7,553 $ 7 $ 2 $ 7,600 Prepaid assets — — — — 327 30 357 Land and building 11,190 79,100 1,025 23 — 91,338 Equipment 2,210 11,268 85 537 921 902 15,923 Inventory — — 24 546 — 27 597 Accounts and Notes receivable — — — 2,436 — — 2,436 Prepaid expenses — — — 255 — — 255 Operating lease right of use asset — — — 734 10,693 — 11,427 Intangibles, net — — — 8,700 49,000 — 57,700 Leasehold improvements — — — — — — — Deferred tax assets 2,116 674 55 — — 2,845 Assets acquired 15,522 91,074 1,189 20,761 60,971 961 190,478 Liabilities: Trade Payable — — — 1,911 — — 1,911 Accrued Expenses and other long-term liabilities — — — 303 — — 303 Taxes Payable — — — 272 — — 272 Long Term Debt- Current — — — 46 — — 46 Long Term Debt — — — 59 — — 59 Prepaid Liabilities 110 140 — — — — 250 Operating lease liabilities — — — 733 10,003 — 10,736 Total liabilities assumed 110 140 — 3,324 10,003 — 13,577 Net assets acquired 15,412 90,934 1,189 17,437 50,968 961 176,901 Total consideration 31,896 132,814 2,922 43,740 170,636 9,381 391,389 Goodwill $ 16,484 $ 41,880 $ 1,733 $ 26,303 $ 119,668 $ 8,420 $ 214,488 Goodwill represents the excess of the consideration paid over the fair value of net assets acquired and includes the expected benefit of synergies within the existing segments and intangible assets that do not qualify for separate recognition. Goodwill, which was allocated to the Car Wash, Maintenance and Paint, Collision & Glass segments, is substantially all deductible for income tax purposes. The following tables present financial information regarding the Car Wash and Glass acquisitions included in our consolidated statements of operations from the date of acquisition through June 25, 2022 under the column “Actual from acquisition date.” The following tables also present supplemental unaudited pro-forma information as if the acquisitions had occurred at the beginning of 2021. The pro-forma information does not necessarily reflect the results of operations that would have occurred had the acquisitions occurred at the beginning of 2021. Cost savings are also not reflected in the unaudited pro-forma amounts for the three and six months ended June 25, 2022 and June 26, 2021. Three months ended June 25, 2022 Three months ended June 25, 2022 Three months ended June 26, 2021 Actual from acquisition date (in thousands) Car Wash Acquisitions Glass Acquisitions Car Wash & Glass Acquisitions Driven Brands Holdings Consolidated Driven Brands Holdings Consolidated Revenue $ 4,896 $ 29,912 $ 34,808 $ 516,078 $ 418,706 Net income (loss) attributable to Driven Brands Holdings Inc. $ 1,440 $ 4,027 $ 5,467 $ (55,172) $ 46,020 Six months ended June 25, 2022 Six months ended June 25, 2022 Six months ended June 26, 2021 Actual from acquisition date (in thousands) Car Wash Acquisitions Glass Acquisitions Car Wash & Glass Acquisitions Driven Brands Holdings Consolidated Driven Brands Holdings Consolidated Revenue $ 5,378 $ 49,992 $ 55,370 $ 1,002,583 $ 783,960 Net income (loss) attributable to Driven Brands Holdings Inc. $ 1,512 $ 6,076 $ 7,588 $ (15,819) $ 24,749 Deferred Consideration and Transaction Costs Included in the total consideration amounts above for the Car Wash, Maintenance, and Paint, Collision & Glass acquisitions in 2022 was $5 million of consideration not paid on the closing date. The Company had $13 million of deferred consideration related to 2022 and 2021 acquisitions at June 25, 2022. The Company had $23 million of deferred consideration related to 2021 acquisitions at December 25, 2021. The Company paid $15 million of deferred consideration related to 2022 and 2021 acquisitions during the six months ended June 25, 2022. Deferred consideration is typically paid six months to one-year after the acquisition closing date once all conditions related to representations, warranties and indemnification under the purchase agreement have been satisfied. The Company incurred approximately $3 million of direct transaction costs during the six months ended June 25, 2022 related to 2022 acquisitions. 2022 Disposition On March 16, 2022, the Company disposed of its 75% owned subsidiary, IMO Denmark ApS, for consideration of $2 million. As a result of the sale, a $1 million loss was recognized within selling, general, and administrative expenses during the six months ended June 25, 2022. Also, a noncontrolling interest of less than $1 million was derecognized. 2021 Acquisitions 2021 Car Wash Segment The Company completed 38 acquisitions in the Car Wash segment, representing 110 car wash sites, (the “2021 Car Wash Acquisitions”), which were deemed to be business combinations, during the year ended December 25, 2021. The aggregate cash consideration for these acquisitions, net of cash acquired and liabilities assumed, was $732 million. On October 27, 2021, the Car Wash segment acquired Magic Tunnel Car Wash, which was comprised of 16 sites for total consideration of $88 million. On July 14, 2021, the Car Wash segment acquired Frank’s Car Wash, which was comprised of 18 sites for total consideration of $107 million. On May 20, 2021, the Car Wash segment acquired Racer Classic Car Wash, which was comprised of 10 sites for total consideration of $65 million. The Company estimated the fair value of acquired assets and liabilities as of the date of acquisition based on information currently available. As the Company finalizes the fair value of assets acquired and liabilities assumed, additional purchase price adjustments may be recorded during the measurement period. The amounts for assets acquired and liabilities assumed for the 2021 Car Wash Acquisitions (which are provisional unless otherwise noted with an *) are as follows: (in thousands) Magic Tunnel Car Wash Franks Car Wash Express Racer Classic Car Wash* All Other Total Car Wash Assets: Cash $ 26 $ 38 $ 18 $ 165 $ 247 Right of use assets — — 2,587 12,277 14,864 Land and improvements 13,020 10,790 6,920 45,455 76,185 Building 48,380 48,570 31,490 270,155 398,595 Equipment 13,800 7,377 5,698 59,578 86,453 Inventory — — 311 — 311 Intangibles, net 700 800 550 — 2,050 Deferred tax assets — 94 — 1,596 1,690 Assets held for sale — — — 996 996 Assets acquired 75,926 67,669 47,574 390,222 581,391 Liabilities: Accrued liability — 50 155 304 509 Lease liability — — 2,687 12,277 14,964 Deferred tax liabilities — — 758 — 758 Liabilities assumed — 50 3,600 12,581 16,231 Net assets acquired 75,926 67,619 43,974 377,641 565,160 Total consideration 88,026 106,558 64,843 472,721 732,148 Goodwill $ 12,100 $ 38,939 $ 20,869 $ 95,080 $ 166,988 Goodwill which was allocated to the Car Wash segment is substantially all deductible for income tax purposes. The following table presents financial information regarding the 2021 Car Wash Acquisitions operations included in our consolidated statements of operations from the date of acquisition through December 25, 2021 under the column “Actual from acquisition date in 2021.” The following table presents supplemental unaudited pro-forma information as if the 2021 Car Wash Acquisitions had occurred at the beginning of 2020. The pro-forma information does not necessarily reflect the results of operations that would have occurred had the 2021 Car Wash Acquisitions occurred at the beginning of 2020. Cost savings are also not reflected in the unaudited pro-forma amounts for the year ended December 25, 2021 and December 26, 2020, respectively. Actual from Pro-forma for year ended (in thousands) December 25, 2021 December 26, 2020 Revenue $ 48,648 $ 1,613,479 $ 1,026,012 Net income attributable to Driven Brands Holdings Inc. $ 11,693 $ 47,272 $ 20,558 2021 Maintenance Segment During the year ended December 25, 2021, the Company also completed 8 acquisitions in the Maintenance segment representing 13 maintenance sites, each individually immaterial (the “2021 Maintenance Acquisitions”), which were deemed to be business combinations. The aggregate cash consideration for these acquisitions, net of cash acquired and liabilities assumed, was $37 million. The Company estimated the fair value of acquired assets and liabilities as of the date of acquisition based on information currently available. As the Company finalizes the fair value of assets acquired and liabilities assumed, additional purchase price adjustments may be recorded during the measurement period. The finalized amounts for assets acquired and liabilities assumed for the 2021 Maintenance Acquisitions are as follows: (in thousands) Assets: Cash $ 2 Land and improvements 4,425 Building 13,220 Equipment 1,450 Inventory 200 Deferred tax assets 90 Asset held for sale 3,275 22,662 Liabilities: Prepaid liability 52 Liabilities assumed 52 Net assets acquired 22,610 Total consideration 37,271 Goodwill $ 14,661 2021 Paint, Collision & Glass Segment During the year ended December 25, 2021, the Company completed two acquisitions in its Paint, Collision & Glass segment (the “2021 PC&G Acquisitions”) representing 12 collision sites, each individually immaterial, which were deemed to be business combinations. The aggregate cash consideration for these acquisitions, net of cash acquired and liabilities assumed, was $33 million. The Company estimated the fair value of acquired assets and liabilities as of the date of acquisition based on information currently available. As the Company finalizes the fair value of assets acquired and liabilities assumed, additional purchase price adjustments may be recorded during the measurement period. The finalized amounts for assets acquired and liabilities assumed for the 2021 PC&G Acquisitions are as follows: (in thousands) Assets: Right of use asset $ 7,672 Equipment 1,512 Inventory 107 Intangibles, net 6,707 Assets acquired 15,998 Liabilities: Accrued liability 5 Lease liability 7,664 Off-market lease component 99 Liabilities assumed 7,768 Net assets acquired 8,230 Total consideration 32,972 Goodwill $ 24,742 In addition, during the twelve months ended December 25, 2021, the Company completed 11 acquisitions composed of one site each, each individually immaterial, each of which were deemed to be asset acquisitions as the fair value of assets acquired is substantially all land and buildings. Two of these acquisitions were included in the Car Wash segment and nine were included in the Maintenance segment. The aggregate consideration paid for the Car Wash acquisitions and Maintenance assets acquisitions was $9 million and $7 million, respectively. Deferred Consideration and Transaction Costs Included in the total consideration amounts above for the Car Wash and Maintenance acquisitions in 2021 was $24 million of consideration not paid on the closing date. The Company had $23 million of deferred consideration related to 2021 and 2020 acquisitions at December 25, 2021. The Company had $5 million of deferred consideration related to 2020 acquisitions at December 26, 2020. The Company paid $6 million of deferred consideration related to 2021 and 2020 and prior acquisitions during the year ended December 25, 2021. Deferred consideration is typically paid six months to one-year after the acquisition closing date once all conditions under the purchase agreement have been satisfied. The Company incurred approximately $3 million of transaction costs during the year ended December 25, 2021 related to 2021 acquisitions. 2021 Disposition On April 27, 2021, the Company disposed of its 70% owned subsidiary, At-Pac Auto Parts Inc., for consideration of $2 million. As a result of the sale, a loss of less than $1 million was recognized within selling, general, and administrative expenses during the year ended December 25, 2021. Also, a noncontrolling interest of $1 million was derecognized. |
Revenue from Contracts with Cus
Revenue from Contracts with Customers | 6 Months Ended |
Jun. 25, 2022 | |
Revenue from Contract with Customer [Abstract] | |
Revenue from Contracts with Customers | Revenue from Contracts with Customers The Company records contract assets for the incremental costs of obtaining a contract with a customer if it expects the benefit of those costs to be longer than one year and if such costs are material. Commission expenses, a primary cost associated with the sale of franchise licenses, are amortized to selling, general and administrative expenses in the consolidated statements of operations ratably over the life of the associated franchise agreement. Capitalized costs to obtain a contract were $11 million as of both June 25, 2022 and December 25, 2021, and are presented within deferred commissions on the consolidated balance sheets. The Company recognized an immaterial amount of costs during the three and six months ended June 25, 2022 and June 26, 2021 that were recorded as a contract asset at the beginning of the periods. |
Segment Information
Segment Information | 6 Months Ended |
Jun. 25, 2022 | |
Segment Reporting [Abstract] | |
Segment Information | Segment Information The Company’s worldwide operations are comprised of the following reportable segments: Maintenance; Car Wash; Paint, Collision & Glass; and Platform Services. In addition to the reportable segments, the Company’s consolidated financial results include “Corporate and Other” activity. Corporate and Other incurs costs related to advertising fund revenu es and expenses and shared service costs, which are related to finance, information technology, human resources, legal, supply chain and other support services. Corporate and Other activity includes the adjustments necessary to eliminate intercompany transactions, namely sales by the Platform Services segment to the Paint, Collision & Glass and Maintenance segments. Segment results for the three and six months ended June 25, 2022 and June 26, 2021 are as follows: Three months ended June 25, 2022 (in thousands) Maintenance Car Wash Paint, Platform Corporate Total Franchise royalties and fees $ 11,326 $ — $ 23,605 $ 9,919 $ — $ 44,850 Company-operated store sales 168,648 101,796 52,120 1,392 (71) 323,885 Independently-operated store sales — 54,942 — — — 54,942 Advertising fund contributions — — — — 22,091 22,091 Supply and other revenue 14,331 1,841 19,715 41,891 (14,922) 62,856 Total revenue $ 194,305 $ 158,579 $ 95,440 $ 53,202 $ 7,098 $ 508,624 Segment Adjusted EBITDA $ 64,076 $ 53,677 $ 32,916 $ 20,541 $ (35,123) $ 136,087 Three months ended June 26, 2021 (in thousands) Maintenance Car Wash Paint, Platform Corporate Total Franchise royalties and fees $ 9,090 $ — $ 19,988 $ 8,795 $ — $ 37,873 Company-operated store sales 126,107 65,705 13,019 1,463 (96) 206,198 Independently-operated store sales — 56,379 — — — 56,379 Advertising fund contributions — — — — 19,648 19,648 Supply and other revenue 9,813 1,831 17,567 34,583 (9,064) 54,730 Total revenue $ 145,010 $ 123,915 $ 50,574 $ 44,841 $ 10,488 $ 374,828 Segment Adjusted EBITDA $ 44,561 $ 43,069 $ 21,856 $ 17,602 $ (25,845) $ 101,243 Six months ended June 25, 2022 (in thousands) Maintenance Car Wash Paint, Platform Services Corporate Total Franchise royalties and fees $ 20,961 $ — $ 44,970 $ 16,807 $ — $ 82,738 Company-operated store sales 325,476 196,291 92,118 2,544 (153) 616,276 Independently-operated store sales — 118,031 — — — 118,031 Advertising fund contributions — — — — 41,789 41,789 Supply and other revenue 26,610 3,532 37,795 77,017 (26,841) 118,113 Total revenue $ 373,047 $ 317,854 $ 174,883 $ 96,368 $ 14,795 $ 976,947 Segment Adjusted EBITDA $ 116,561 $ 109,397 $ 61,928 $ 34,706 $ (67,485) $ 255,107 Six months ended June 26, 2021 (in thousands) Maintenance Car Wash Paint, Platform Corporate Total Franchise royalties and fees $ 17,016 $ — $ 37,298 $ 13,973 $ — $ 68,287 Company-operated store sales 240,174 122,753 24,949 2,446 (269) 390,053 Independently-operated store sales — 112,542 — — — 112,542 Advertising fund contributions — — — — 36,903 36,903 Supply and other revenue 15,970 3,284 32,219 63,018 (18,029) 96,462 Total revenue $ 273,160 $ 238,579 $ 94,466 $ 79,437 $ 18,605 $ 704,247 Segment Adjusted EBITDA $ 85,001 $ 77,224 $ 39,495 $ 28,610 $ (50,864) $ 179,466 The reconciliations of Income (loss) before taxes to Segment Adjusted EBITDA for the three and six months ended June 25, 2022 and June 26, 2021 are as follows: Three months ended Six months ended (in thousands) June 25, 2022 June 26, 2021 June 25, 2022 June 26, 2021 Income (loss) before taxes $ (75,892) $ 52,179 $ (28,496) $ 27,800 Depreciation and amortization 38,087 26,423 71,110 50,275 Interest expense, net 26,270 16,612 51,623 34,702 Acquisition related costs (a) 3,338 389 7,656 2,038 Non-core items and project costs, net (b) 1,719 2,522 2,585 2,553 Store opening costs 666 405 1,172 694 Straight-line rent adjustment (c) 4,217 3,358 8,310 5,843 Equity-based compensation expense (d) 4,233 1,028 6,851 2,011 Foreign currency transaction (gain) / loss, net (e) 13,937 (5,229) 14,908 5,282 Trade name impairment (f) 125,450 — 125,450 — Asset sale leaseback (gain) loss, impairment and closed store expenses (g) (5,938) 3,478 (6,062) 2,692 Loss on debt extinguishment (h) — 78 — 45,576 Segment Adjusted EBITDA $ 136,087 $ 101,243 $ 255,107 $ 179,466 (a) Consists of acquisition costs as reflected within the 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 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 and (ii) other miscellaneous expenses, including non-capitalizable expenses relating to the Company’s initial public offering and other strategic transactions. (c) Consists of the non-cash portion of rent expense, which reflects the extent to which our straight-line rent expense recognized under GAAP exceeds or is less than our cash rent payments. (d) Represents non-cash equity-based compensation expense. (e) Represents foreign currency transaction net gains and losses 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 for which the Company elected to discontinue their use. (g) Relates to (gain) loss on sale leasebacks, 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 the respective lease termination dates. |
Other Intangible Assets
Other Intangible Assets | 6 Months Ended |
Jun. 25, 2022 | |
Goodwill and Intangible Assets Disclosure [Abstract] | |
Other Intangible Assets | Other Intangible AssetsThe Company acquired a number of car wash businesses over the past two years. As part of those acquisitions, the Company determined a fair value for each of the associated intangible assets including trade names and customer relationships. During the quarter ended June 25 2022, the Company made the strategic decision to rebrand the majority of its U.S. car wash locations to operate under the name “Take 5 Car Wash”, and therefore will be discontinuing the use of certain car wash trade names that were previously determined to have indefinite lives. Using a projected discounted cash flow analysis based on the relief from royalty method, the fair value of the trade names was determined to be $6 million while their carrying value was $131.5 million. As a result, the Company recognized a $125.5 million impairment charge, which is reported as Trade name impairment charge in the consolidated statement of operations. The transition will take approximately two and a half years to complete, and therefore the remaining carrying value will be amortized over 30 months. |
Long-Term Debt
Long-Term Debt | 6 Months Ended |
Jun. 25, 2022 | |
Debt Disclosure [Abstract] | |
Long-Term Debt | Long-Term Debt The Company’s long-term debt obligations consist of the following: (in thousands) June 25, 2022 December 25, 2021 Series 2018-1 Securitization Senior Notes, Class A-2 $ 263,313 $ 264,688 Series 2019-1 Securitization Senior Notes, Class A-2 289,500 291,000 Series 2019-2 Securitization Senior Notes, Class A-2 267,437 268,813 Series 2019-3 Variable Funding Securitization Senior Notes, Class A-1 — — Series 2020-1 Securitization Senior Notes, Class A-2 171,500 172,375 Series 2020-2 Securitization Senior Notes, Class A-2 443,250 445,500 Series 2021-1 Securitization Senior Notes, Class A-2 446,625 448,875 Term Loan Facility 500,000 500,000 Revolving Credit Facility 105,000 — Other debt (a) 45,344 39,082 Total debt 2,531,969 2,430,333 Less: unamortized debt issuance costs (43,470) (47,969) Less: current portion of long-term debt (23,590) (26,044) Total long-term debt, net $ 2,464,909 $ 2,356,320 (a) Consists primarily of finance lease obligations. See Note 8 . Series 2019-3 Variable Funding Securitization Senior Notes In December 2019, the Company issued Series 2019-3 Variable Funding Senior Notes, Class A-1 (the “2019 VFN”) in the revolving amount of $115 million. The 2019 VFN have a final legal maturity date of January 20, 2050. The commitment under the 2019 VFN has an expiration date of July 20, 2023, and subject to two one year extensions at the election of the Company. The 2019 VFN is secured by substantially all assets of Driven Brands Funding LLC (the “Issuer”) and are guaranteed by the Securitization Entities. The Issuer may elect interest at the Base Rate plus an applicable margin or LIBOR plus an applicable margin (the LIBOR rate as the applicable interest rate). No amounts were outstanding under the 2019 VFN as of June 25, 2022 and no borrowings or repayments were made during the quarter or six months ended June 25, 2022. As of June 25, 2022, there were $18 million of outstanding letters of credit which reduced the borrowing availability under the 2019 VFN. Driven Holdings Revolving Credit Facility In May 2021, the Company entered into a credit agreement to secure a revolving line of credit with a group of financial institutions (“Driven Holdings Revolving Credit Facility”), which provides for an aggregate principal amount of up to $300 million, and has a maturity date of May 27, 2026. Eurocurrency borrowings incur interest at an adjusted London Interbank Offered Rate (“LIBOR”) plus an applicable margin of 1.50%, which may increase to 1.75% based on the Net First Lien Leverage Ratio under the Driven Holdings Revolving Credit Facility. The Driven Holdings Revolving Credit Facility also includes periodic commitment fees based on the available unused balance and a quarterly administrative fee. There was $105 million outstanding on the Driven Holdings Revolving Credit Facility as of June 25, 2022 with $105 million borrowings and no repayments made during the quarter or six months ended June 25, 2022. As of June 25, 2022, there were $2 million of outstanding letters of credit which reduced the borrowing availability under the Driven Holdings Revolving Credit Facility. The Company’s debt agreements are subject to certain quantitative and qualitative covenants. As of June 25, 2022, the Company and its subsidiaries were in compliance with all covenants. |
Leases
Leases | 6 Months Ended |
Jun. 25, 2022 | |
Leases [Abstract] | |
Leases | Leases The following table details our total investment in operating and finance leases where the Company is the lessee: (in thousands) June 25, 2022 December 25, 2021 Right-of-use assets Finance leases (a) $ 37,081 $ 29,766 Operating leases 1,031,731 995,625 Total right-of-use assets $ 1,068,812 $ 1,025,391 Current lease liabilities Finance leases (b) $ 3,768 $ 3,101 Operating leases (c) 65,563 57,588 Total current lease liabilities $ 69,331 $ 60,689 Long-term lease liabilities Finance leases (d) $ 35,178 $ 27,957 Operating leases 969,598 931,604 Total long-term lease liabilities $ 1,004,776 $ 959,561 (a) Finance lease right-of-use assets are included in P roperty and equipment (b) Current finance lease liabilities are included in C urrent portion of long-term debt (c) Current operating lease liabilities are included in A ccrued expenses and other liabilities (d) Long-term finance lease liabilities are included in L ong-term debt The lease cost for operating and finance leases recognized in the consolidated statement of operations for the three and six months ended June 25, 2022 and June 26, 2021 were as follows: Three months ended Six months ended (in thousands) June 25, 2022 June 26, 2021 June 25, 2022 June 26, 2021 Finance lease expense: Amortization of right-of-use assets $ 1,658 $ 365 $ 2,392 $ 717 Interest on lease liabilities 484 220 861 436 Operating lease expense 32,216 28,669 63,208 56,480 Short-term lease expense 487 593 977 1,235 Variable lease expense 433 226 786 487 Total lease expense $ 35,278 $ 30,073 $ 68,224 $ 59,355 The Company also subleases certain facilities to franchisees as a component of supply and other revenue on the consolidated statements of operations. The Company recognized $2 million, $4 million, $2 million, and $4 million in sublease revenue in the three and six months ended June 25, 2022 and June 26, 2021, respectively, as a component of Supply and other revenue on the consolidated statements of operations. During the six months ended June 25, 2022, the Company sold 10 car wash and six maintenance properties in various locations throughout the United States for a total of $55 million, resulting in a net gain of $7 million. Concurrent with the closing of these sales, the Company entered into various operating lease agreements pursuant to which the Company leased back the properties. These lease agreements have terms of 15 years to 20 years and provide the Company with the option to extend the lease for up to an additional 20 years to 25 years. The Company does not include option periods in its determination of the lease term unless renewals are deemed reasonably certain to be exercised. The Company recorded an operating lease right-of-use asset and operating lease liability of $47 million and $47 million, respectively, related to these lease arrangements as of June 25, 2022. Supplemental cash flow information related to the Company’s lease arrangements for the six months ended June 25, 2022 and June 26, 2021, respectively, was as follows: Six months ended (in thousands) June 25, 2022 June 26, 2021 Cash paid for amounts included in the measurement of lease liabilities: Operating cash flows used in operating leases $ 57,330 $ 52,273 Operating cash flows used in finance leases 785 436 Financing cash flows used in finance leases 829 641 Right-of-use assets obtained in exchange for lease obligations: Operating leases $ 68,251 $ 54,235 Finance leases 4,584 623 |
Leases | Leases The following table details our total investment in operating and finance leases where the Company is the lessee: (in thousands) June 25, 2022 December 25, 2021 Right-of-use assets Finance leases (a) $ 37,081 $ 29,766 Operating leases 1,031,731 995,625 Total right-of-use assets $ 1,068,812 $ 1,025,391 Current lease liabilities Finance leases (b) $ 3,768 $ 3,101 Operating leases (c) 65,563 57,588 Total current lease liabilities $ 69,331 $ 60,689 Long-term lease liabilities Finance leases (d) $ 35,178 $ 27,957 Operating leases 969,598 931,604 Total long-term lease liabilities $ 1,004,776 $ 959,561 (a) Finance lease right-of-use assets are included in P roperty and equipment (b) Current finance lease liabilities are included in C urrent portion of long-term debt (c) Current operating lease liabilities are included in A ccrued expenses and other liabilities (d) Long-term finance lease liabilities are included in L ong-term debt The lease cost for operating and finance leases recognized in the consolidated statement of operations for the three and six months ended June 25, 2022 and June 26, 2021 were as follows: Three months ended Six months ended (in thousands) June 25, 2022 June 26, 2021 June 25, 2022 June 26, 2021 Finance lease expense: Amortization of right-of-use assets $ 1,658 $ 365 $ 2,392 $ 717 Interest on lease liabilities 484 220 861 436 Operating lease expense 32,216 28,669 63,208 56,480 Short-term lease expense 487 593 977 1,235 Variable lease expense 433 226 786 487 Total lease expense $ 35,278 $ 30,073 $ 68,224 $ 59,355 The Company also subleases certain facilities to franchisees as a component of supply and other revenue on the consolidated statements of operations. The Company recognized $2 million, $4 million, $2 million, and $4 million in sublease revenue in the three and six months ended June 25, 2022 and June 26, 2021, respectively, as a component of Supply and other revenue on the consolidated statements of operations. During the six months ended June 25, 2022, the Company sold 10 car wash and six maintenance properties in various locations throughout the United States for a total of $55 million, resulting in a net gain of $7 million. Concurrent with the closing of these sales, the Company entered into various operating lease agreements pursuant to which the Company leased back the properties. These lease agreements have terms of 15 years to 20 years and provide the Company with the option to extend the lease for up to an additional 20 years to 25 years. The Company does not include option periods in its determination of the lease term unless renewals are deemed reasonably certain to be exercised. The Company recorded an operating lease right-of-use asset and operating lease liability of $47 million and $47 million, respectively, related to these lease arrangements as of June 25, 2022. Supplemental cash flow information related to the Company’s lease arrangements for the six months ended June 25, 2022 and June 26, 2021, respectively, was as follows: Six months ended (in thousands) June 25, 2022 June 26, 2021 Cash paid for amounts included in the measurement of lease liabilities: Operating cash flows used in operating leases $ 57,330 $ 52,273 Operating cash flows used in finance leases 785 436 Financing cash flows used in finance leases 829 641 Right-of-use assets obtained in exchange for lease obligations: Operating leases $ 68,251 $ 54,235 Finance leases 4,584 623 |
Equity-based Compensation
Equity-based Compensation | 6 Months Ended |
Jun. 25, 2022 | |
Share-Based Payment Arrangement [Abstract] | |
Equity-based Compensation | Equity-based Compensation The Company granted new awards during the three months ended June 25, 2022, including 14,670 restricted stock units (“RSUs”) and 29,390 performance stock units (“PSUs”). The Company granted new awards during the six months ended June 25, 2022, including 254,474 restricted stock units (“RSUs”) and 475,738 performance stock units (“PSUs”). Awards are eligible to vest provided that the employee remains in continuous service on each vesting date. The RSUs vest ratably in three installments on each of the first three The fair value of the RSUs, performance based PSUs and market based PSUs granted during the three months ended June 25, 2022 were less than $1 million each. The fair value of the total RSUs, performance based PSUs and market based PSUs granted during the six months ended June 25, 2022 were $7 million, $8 million and $7 million, respectively. The Company based the fair value of the RSUs and performance based PSUs on the Company’s stock price on the grant date. The Company determined the fair value of the market based PSUs granted during the three months ended June 25, 2022 by using a Monte Carlo simulation, using the following assumptions: (i) an expected term of 3 years, (ii) an expected volatility of 43.90%, (iii) a correlation of the S&P Mid-cap Index peer group of 59.50%, and (iv) no expected dividend. The Company determined the fair value of the market based PSUs granted during the three months ended March 26, 2022 by using a Monte Carlo simulation, using the following assumptions: (i) an expected term of 3 years, (ii) an expected volatility of 40.90%, (iii) a correlation of the S&P Mid-cap Index peer group of 50.70%, and (iv) no expected dividend. The Company recorded share-based compensation expense during the three and six months ended June 25, 2022 and June 26, 2021 within selling, general and administrative expenses on the consolidated statements of operations as follows: Three months ended Six months ended (in thousands) June 25, 2022 June 26, 2021 June 25, 2022 June 26, 2021 Share-based compensation expense $ 4,000 $ 1,000 $ 7,000 $ 2,000 |
Earnings (loss) per share
Earnings (loss) per share | 6 Months Ended |
Jun. 25, 2022 | |
Earnings Per Share [Abstract] | |
Earnings (loss) per share | Earnings (loss) per share The Company calculates basic and diluted earnings (loss) per share using the two-class method. The following table sets forth the computation of basic and diluted earnings (loss) per share attributable to common shareholders: Three months ended Six months ended (in thousands, except per share amounts) June 25, 2022 June 26, 2021 June 25, 2022 June 26, 2021 Basic earnings (loss) per share: Net income (loss) attributable to Driven Brands Holdings Inc. $ (57,044) 35,204 (22,601) 15,265 Less: Net income (loss) attributable to participating securities, basic (1,210) 755 (481) 337 Net income (loss) after participating securities, basic (55,834) 34,449 (22,120) 14,928 Weighted-average common shares outstanding 162,781 162,626 162,772 158,727 Basic earnings (loss) per share $ (0.34) $ 0.21 $ (0.14) $ 0.09 Three months ended Six months ended (in thousands, except per share amounts) June 25, 2022 June 26, 2021 June 25, 2022 June 26, 2021 Diluted earnings (loss) per share: Net income (loss) attributable to Driven Brands Holdings Inc. $ (57,044) $ 35,204 (22,601) 15,265 Less: Net income attributable to participating securities, diluted (1,080) 673 (430) 300 Net income after participating securities, diluted $ (55,964) $ 34,531 (22,171) 14,965 Weighted-average common shares outstanding 162,781 162,626 162,772 158,727 Dilutive effect of share-based awards — 3,886 — 3,544 Weighted-average common shares outstanding, as adjusted 162,781 166,512 162,772 162,271 Diluted earnings (loss) per share $ (0.34) $ 0.21 $ (0.14) $ 0.09 Basic earnings (loss) per share is computed by dividing the net income (loss) attributable to Driven Brands Holdings Inc. by the weighted-average number of common shares outstanding for the period. Because the Company reported a net loss for the three and six months ended June 25, 2022, the number of shares used to calculate diluted loss per share is the same as the number of shares used to calculate basic loss per share because the potentially dilutive shares, if any, would have been antidilutive if included. The dilutive effect of share-based awards excluded from the above table was 3,878,231 and 3,919,991 for the three and six months ended June 25, 2022, respectively. Also, the Company’s participating securities are related to certain restricted stock awards issued to Section 16 officers which include non-forfeitable dividend rights. The Company has 4,739,895 shares of performance awards that are contingent on performance conditions which have not yet been met, and therefore have been excluded from the computation of weighted average shares for the three and six months ended June 25, 2022. The following securities were not included in the computation of diluted shares outstanding because the effect would be antidilutive: Three months ended Six months ended Number of securities (in thousands) June 25, 2022 June 26, 2021 June 25, 2022 June 26, 2021 Restricted stock awards — — — — Restricted stock units — — — — Performance stock units — 127 — 127 Total — 127 — 127 |
Income Taxes
Income Taxes | 6 Months Ended |
Jun. 25, 2022 | |
Income Tax Disclosure [Abstract] | |
Income Taxes | Income Taxes The Company’s tax provision is comprised of the most recent estimated annual effective tax rate applied to year-to-date ordinary income before taxes. The tax impacts of unusual or infrequently occurring items, including changes in judgment about valuation allowances and effects of changes in tax laws or rates, are recorded discretely in the interim period in which they occur. Income tax expense (benefit) was $(19) million and $17 million for the three months ended June 25, 2022 and June 26, 2021, respectively. The effective income tax rate for the three months ended June 25, 2022 was 24.8% compared to 32.6% for the three months ended June 26, 2021. The decrease in income tax expense and tax rate was primarily driven by a favorable discrete tax adjustment related to the trade name impairment charge for the three months ended June 25, 2022. Income tax expense (benefit) was $(6) million and $13 million for the six months ended June 25, 2022 and June 26, 2021, respectively. The effective income tax rate for the six months ended June 25, 2022 was 20.6% compared to 45.2% for the six months ended June 26, 2021. The net decrease in income tax expense and tax rate was primarily driven by a favorable discrete tax adjustment related to the trade name impairment charge for the six months ended June 25, 2022, and favorable discrete tax adjustments related to non-deductible loss on debt extinguishment as well as tax deductible costs incurred related to the initial public offering for the six months ended June 26, 2021. |
Commitments and Contingencies
Commitments and Contingencies | 6 Months Ended |
Jun. 25, 2022 | |
Commitments and Contingencies Disclosure [Abstract] | |
Commitments and Contingencies | Commitments and Contingencies The Company is subject to various lawsuits, administrative proceedings, audits, and claims arising in the ordinary course of business. Some of these lawsuits purport to be class actions and/or seek substantial damages. The Company is required to record an accrual for litigation loss contingencies that are both probable and reasonably estimable. Legal fees and expenses associated with the defense of litigation are expensed as incurred. While the Company does not presently believe that any of the legal proceedings to which it is currently a party will ultimately have a material adverse impact, there can be no assurance that the Company will prevail in all of the proceedings or that the Company will not incur material losses from them. |
Subsequent Events
Subsequent Events | 6 Months Ended |
Jun. 25, 2022 | |
Subsequent Events [Abstract] | |
Subsequent Events | Subsequent Events From June 26, 2022 through August 4, 2022, the Company acquired Jack Morris Auto Glass and K & K Glass for approximately $54 million and $40 million, respectively. The acquisition of these 18 glass sites further expand the Company’s U.S. auto glass offering. The Company also acquired 4 car wash sites including Speedy Shine Express Car Wash and Clearwater Car Wash for approximately $34 million and $24 million, respectively. The initial accounting for these acquisitions is incomplete had as the valuation of the assets acquired and liabilities assumed and residual goodwill has not yet been performed. From June 26 through August 4, 2022, the Company drew $149 million on the Driven Holdings Revolving Credit Facility primarily to fund acquisitions. |
Summary of Significant Accoun_2
Summary of Significant Accounting Policies (Policies) | 6 Months Ended |
Jun. 25, 2022 | |
Accounting Policies [Abstract] | |
Fiscal Year | Fiscal Year The Company operates and reports financial information on a 52- or 53-week year with the fiscal year ending on the last Saturday in December and fiscal quarters ending on the 13th Saturday of each quarter (or 14th Saturday when applicable with respect to the fourth fiscal quarter). The three and six months ended June 25, 2022 and June 26, 2021, each consist of 13 weeks and 26 weeks, respectively. The Car Wash segment is currently consolidated based on a calendar month end. |
Basis of Presentation | Basis of Presentation The unaudited consolidated financial statements have been prepared in accordance with accounting principles generally accepted in the United States of America ("U.S. GAAP") for interim financial information and pursuant to the rules and regulations of the Securities and Exchange Commission. In the opinion of management, the unaudited interim financial data includes all adjustments, consisting only of normal recurring adjustments, necessary for a fair statement of the results of operations, balance sheet, cash flows and shareholders’ equity for the interim periods presented. The adjustments include the accounts of the Company and its wholly-owned subsidiaries. All significant intercompany balances and transactions have been eliminated in consolidation. These interim consolidated financial statements should be read in conjunction with the consolidated financial statements as of and for the year ended December 25, 2021. Certain information and note disclosures normally included in the financial statements prepared in accordance with U.S. GAAP have been condensed or omitted pursuant to such rules and regulations. The results of operations for the three and six months ended June 25, 2022 may not be indicative of the results to be expected for any other interim period or the year ending December 31, 2022. |
Use of Estimates | Use of Estimates The preparation of financial statements in conformity with U.S. GAAP requires management to make estimates and assumptions that affect the amounts reported in the consolidated financial statements and the related notes to the consolidated financial statements. Estimates are based upon historical factors, current circumstances and the experience and judgment of the Company’s management. Management evaluates its estimates and assumptions on an ongoing basis and may employ outside experts to assist in its evaluations. Changes in such estimates, based on more accurate future information, or different assumptions or conditions, may affect amounts reported in future periods. |
Fair Value of Financial Instruments | Fair Value of Financial Instruments Financial assets and liabilities are categorized, based on the inputs to the valuation technique, into a three-level fair value hierarchy. The fair value hierarchy gives the highest priority to the quoted prices in active markets for identical assets and liabilities and the lowest priority to unobservable inputs. Observable market data, when available, is required to be used in making fair value measurements. When inputs used to measure fair value fall within different levels of the hierarchy, the level within which the fair value measurement is categorized is based on the lowest level input that is significant to the fair value measurement. The Company classifies and discloses assets and liabilities carried at fair value in one of the following three categories: • Level 1: Inputs are quoted prices (unadjusted) in active markets for identical assets or liabilities that the reporting entity has the ability to access at the measurement date; • Level 2: Inputs are inputs other than quoted prices included within Level 1 that are observable for the asset or liability, either directly or indirectly; or • Level 3: Inputs are unobservable inputs for the asset or liability. Unobservable inputs are used to measure fair value to the extent that observable inputs are not available, thereby allowing for situations in which there is little, if any, market activity for the asset or liability at the measurement date. |
Derivative Instruments | The fair value of the Company’s foreign currency derivative instruments are derived from valuation models, which use Level 2 observable inputs such as quoted market prices, interest rates and forward yield curves. Derivative assets are included in Prepaid and other assets or Notes receivable, net in the consolidated balance sheet depending on the remaining period to maturity. Derivative liabilities not designated as a hedging instrument are included in Accrued expenses and other liabilities in the consolidated balance Sheet. Derivative liabilities designated as a hedging instrument are included in long-term accrued expenses and other liabilities in the consolidated balance sheet. |
Recently Issued Accounting Standards | Recently Issued Accounting Standards In March 2020, the FASB issued ASU 2020-04, Reference Rate Reform (Topic 848): Facilitation of the Effects of Reference Rate Reform on Financial Reporting |
Summary of Significant Accoun_3
Summary of Significant Accounting Policies (Tables) | 6 Months Ended |
Jun. 25, 2022 | |
Accounting Policies [Abstract] | |
Schedule of Financial Assets and Liabilities Measured at Fair Value on a Recurring Basis | Financial assets and liabilities measured at fair value on a recurring basis as of June 25, 2022 and December 25, 2021 are summarized as follows: Items Measured at Fair Value at June 25, 2022 (in thousands) Level 1 Level 2 Total Mutual fund investments held in rabbi trust $ 766 $ — $ 766 Foreign currency derivative assets designated as hedging instruments $ — $ 1,030 $ 1,030 Foreign currency derivative liabilities designated as hedging instruments $ — $ 304 $ 304 Foreign currency derivative liabilities not designated as hedging instruments $ — $ 1,528 $ 1,528 Items Measured at Fair Value at December 25, 2021 (in thousands) Level 1 Level 2 Total Mutual fund investments held in rabbi trust $ 976 $ — $ 976 Foreign currency derivative liabilities designated as hedging instruments $ — $ 536 $ 536 |
Schedule of Carrying Values and Estimated Fair Value of Total Long-Term Debt | The carrying value and estimated fair value of total long-term debt were as follows: June 25, 2022 December 25, 2021 (in thousands) Carrying value Estimated fair value Carrying value Estimated fair value Long-term debt $ 2,488,499 $ 2,311,046 $ 2,382,364 $ 2,411,987 |
Schedule of Accumulated Other Comprehensive Income (Loss) | The following tables present changes in each component of accumulated other comprehensive income (loss), net of tax: Three months ended June 25, 2022 (in thousands) Foreign currency translation adjustment Cash flow hedges Defined benefit pension plan Accumulated other comprehensive income (loss) Balance as of March 26, 2022 $ (9,770) $ (626) $ (87) $ (10,483) Net change (42,095) (225) 7 (42,313) Balance as of June 25, 2022 $ (51,865) $ (851) $ (80) $ (52,796) Three months ended June 26, 2021 (in thousands) Foreign currency translation adjustment Cash flow hedges Defined benefit pension plan Accumulated other comprehensive income (loss) Balance at March 27, 2021 $ 7,591 $ (57) $ (91) $ 7,443 Net change 11,411 — — 11,411 Balance as of June 26, 2021 $ 19,002 $ (57) $ (91) $ 18,854 Six months ended June 25, 2022 (in thousands) Foreign currency translation adjustment Cash flow hedges Defined benefit pension plan Accumulated other comprehensive income (loss) Balance as of December 25, 2021 $ (4,183) $ (758) $ (87) $ (5,028) Net change (47,682) (93) 7 (47,768) Balance as of June 25, 2022 $ (51,865) $ (851) $ (80) $ (52,796) Six months ended June 26, 2021 (in thousands) Foreign currency translation adjustment Cash flow hedges Defined benefit pension plan Accumulated other comprehensive income (loss) Balance as of December 26, 2020 $ 16,834 $ (87) $ (219) $ 16,528 Net change 2,168 30 128 2,326 Balance as of June 26, 2021 $ 19,002 $ (57) $ (91) $ 18,854 |
Acquisitions and Dispositions (
Acquisitions and Dispositions (Tables) | 6 Months Ended |
Jun. 25, 2022 | |
Business Combination and Asset Acquisition [Abstract] | |
Schedule of Estimated Purchase Price Allocation | The provisional amounts for assets acquired and liabilities assumed for the 2022 acquisitions are as follows: (in thousands) Jimmy Clean Car Wash All Other Car Wash Maintenance All Star Glass Auto Glass Now All Other Paint, Collision & Glass Total Assets: Cash $ 6 $ 32 $ — $ 7,553 $ 7 $ 2 $ 7,600 Prepaid assets — — — — 327 30 357 Land and building 11,190 79,100 1,025 23 — 91,338 Equipment 2,210 11,268 85 537 921 902 15,923 Inventory — — 24 546 — 27 597 Accounts and Notes receivable — — — 2,436 — — 2,436 Prepaid expenses — — — 255 — — 255 Operating lease right of use asset — — — 734 10,693 — 11,427 Intangibles, net — — — 8,700 49,000 — 57,700 Leasehold improvements — — — — — — — Deferred tax assets 2,116 674 55 — — 2,845 Assets acquired 15,522 91,074 1,189 20,761 60,971 961 190,478 Liabilities: Trade Payable — — — 1,911 — — 1,911 Accrued Expenses and other long-term liabilities — — — 303 — — 303 Taxes Payable — — — 272 — — 272 Long Term Debt- Current — — — 46 — — 46 Long Term Debt — — — 59 — — 59 Prepaid Liabilities 110 140 — — — — 250 Operating lease liabilities — — — 733 10,003 — 10,736 Total liabilities assumed 110 140 — 3,324 10,003 — 13,577 Net assets acquired 15,412 90,934 1,189 17,437 50,968 961 176,901 Total consideration 31,896 132,814 2,922 43,740 170,636 9,381 391,389 Goodwill $ 16,484 $ 41,880 $ 1,733 $ 26,303 $ 119,668 $ 8,420 $ 214,488 (in thousands) Magic Tunnel Car Wash Franks Car Wash Express Racer Classic Car Wash* All Other Total Car Wash Assets: Cash $ 26 $ 38 $ 18 $ 165 $ 247 Right of use assets — — 2,587 12,277 14,864 Land and improvements 13,020 10,790 6,920 45,455 76,185 Building 48,380 48,570 31,490 270,155 398,595 Equipment 13,800 7,377 5,698 59,578 86,453 Inventory — — 311 — 311 Intangibles, net 700 800 550 — 2,050 Deferred tax assets — 94 — 1,596 1,690 Assets held for sale — — — 996 996 Assets acquired 75,926 67,669 47,574 390,222 581,391 Liabilities: Accrued liability — 50 155 304 509 Lease liability — — 2,687 12,277 14,964 Deferred tax liabilities — — 758 — 758 Liabilities assumed — 50 3,600 12,581 16,231 Net assets acquired 75,926 67,619 43,974 377,641 565,160 Total consideration 88,026 106,558 64,843 472,721 732,148 Goodwill $ 12,100 $ 38,939 $ 20,869 $ 95,080 $ 166,988 (in thousands) Assets: Cash $ 2 Land and improvements 4,425 Building 13,220 Equipment 1,450 Inventory 200 Deferred tax assets 90 Asset held for sale 3,275 22,662 Liabilities: Prepaid liability 52 Liabilities assumed 52 Net assets acquired 22,610 Total consideration 37,271 Goodwill $ 14,661 (in thousands) Assets: Right of use asset $ 7,672 Equipment 1,512 Inventory 107 Intangibles, net 6,707 Assets acquired 15,998 Liabilities: Accrued liability 5 Lease liability 7,664 Off-market lease component 99 Liabilities assumed 7,768 Net assets acquired 8,230 Total consideration 32,972 Goodwill $ 24,742 |
Schedule of Pro Forma Information | The following tables also present supplemental unaudited pro-forma information as if the acquisitions had occurred at the beginning of 2021. The pro-forma information does not necessarily reflect the results of operations that would have occurred had the acquisitions occurred at the beginning of 2021. Cost savings are also not reflected in the unaudited pro-forma amounts for the three and six months ended June 25, 2022 and June 26, 2021. Three months ended June 25, 2022 Three months ended June 25, 2022 Three months ended June 26, 2021 Actual from acquisition date (in thousands) Car Wash Acquisitions Glass Acquisitions Car Wash & Glass Acquisitions Driven Brands Holdings Consolidated Driven Brands Holdings Consolidated Revenue $ 4,896 $ 29,912 $ 34,808 $ 516,078 $ 418,706 Net income (loss) attributable to Driven Brands Holdings Inc. $ 1,440 $ 4,027 $ 5,467 $ (55,172) $ 46,020 Six months ended June 25, 2022 Six months ended June 25, 2022 Six months ended June 26, 2021 Actual from acquisition date (in thousands) Car Wash Acquisitions Glass Acquisitions Car Wash & Glass Acquisitions Driven Brands Holdings Consolidated Driven Brands Holdings Consolidated Revenue $ 5,378 $ 49,992 $ 55,370 $ 1,002,583 $ 783,960 Net income (loss) attributable to Driven Brands Holdings Inc. $ 1,512 $ 6,076 $ 7,588 $ (15,819) $ 24,749 Actual from Pro-forma for year ended (in thousands) December 25, 2021 December 26, 2020 Revenue $ 48,648 $ 1,613,479 $ 1,026,012 Net income attributable to Driven Brands Holdings Inc. $ 11,693 $ 47,272 $ 20,558 |
Segment Information (Tables)
Segment Information (Tables) | 6 Months Ended |
Jun. 25, 2022 | |
Segment Reporting [Abstract] | |
Schedule of Segment Results | Segment results for the three and six months ended June 25, 2022 and June 26, 2021 are as follows: Three months ended June 25, 2022 (in thousands) Maintenance Car Wash Paint, Platform Corporate Total Franchise royalties and fees $ 11,326 $ — $ 23,605 $ 9,919 $ — $ 44,850 Company-operated store sales 168,648 101,796 52,120 1,392 (71) 323,885 Independently-operated store sales — 54,942 — — — 54,942 Advertising fund contributions — — — — 22,091 22,091 Supply and other revenue 14,331 1,841 19,715 41,891 (14,922) 62,856 Total revenue $ 194,305 $ 158,579 $ 95,440 $ 53,202 $ 7,098 $ 508,624 Segment Adjusted EBITDA $ 64,076 $ 53,677 $ 32,916 $ 20,541 $ (35,123) $ 136,087 Three months ended June 26, 2021 (in thousands) Maintenance Car Wash Paint, Platform Corporate Total Franchise royalties and fees $ 9,090 $ — $ 19,988 $ 8,795 $ — $ 37,873 Company-operated store sales 126,107 65,705 13,019 1,463 (96) 206,198 Independently-operated store sales — 56,379 — — — 56,379 Advertising fund contributions — — — — 19,648 19,648 Supply and other revenue 9,813 1,831 17,567 34,583 (9,064) 54,730 Total revenue $ 145,010 $ 123,915 $ 50,574 $ 44,841 $ 10,488 $ 374,828 Segment Adjusted EBITDA $ 44,561 $ 43,069 $ 21,856 $ 17,602 $ (25,845) $ 101,243 Six months ended June 25, 2022 (in thousands) Maintenance Car Wash Paint, Platform Services Corporate Total Franchise royalties and fees $ 20,961 $ — $ 44,970 $ 16,807 $ — $ 82,738 Company-operated store sales 325,476 196,291 92,118 2,544 (153) 616,276 Independently-operated store sales — 118,031 — — — 118,031 Advertising fund contributions — — — — 41,789 41,789 Supply and other revenue 26,610 3,532 37,795 77,017 (26,841) 118,113 Total revenue $ 373,047 $ 317,854 $ 174,883 $ 96,368 $ 14,795 $ 976,947 Segment Adjusted EBITDA $ 116,561 $ 109,397 $ 61,928 $ 34,706 $ (67,485) $ 255,107 Six months ended June 26, 2021 (in thousands) Maintenance Car Wash Paint, Platform Corporate Total Franchise royalties and fees $ 17,016 $ — $ 37,298 $ 13,973 $ — $ 68,287 Company-operated store sales 240,174 122,753 24,949 2,446 (269) 390,053 Independently-operated store sales — 112,542 — — — 112,542 Advertising fund contributions — — — — 36,903 36,903 Supply and other revenue 15,970 3,284 32,219 63,018 (18,029) 96,462 Total revenue $ 273,160 $ 238,579 $ 94,466 $ 79,437 $ 18,605 $ 704,247 Segment Adjusted EBITDA $ 85,001 $ 77,224 $ 39,495 $ 28,610 $ (50,864) $ 179,466 |
Schedule of Reconciliation of Segment Adjusted EBITDA to Income Before Taxes | The reconciliations of Income (loss) before taxes to Segment Adjusted EBITDA for the three and six months ended June 25, 2022 and June 26, 2021 are as follows: Three months ended Six months ended (in thousands) June 25, 2022 June 26, 2021 June 25, 2022 June 26, 2021 Income (loss) before taxes $ (75,892) $ 52,179 $ (28,496) $ 27,800 Depreciation and amortization 38,087 26,423 71,110 50,275 Interest expense, net 26,270 16,612 51,623 34,702 Acquisition related costs (a) 3,338 389 7,656 2,038 Non-core items and project costs, net (b) 1,719 2,522 2,585 2,553 Store opening costs 666 405 1,172 694 Straight-line rent adjustment (c) 4,217 3,358 8,310 5,843 Equity-based compensation expense (d) 4,233 1,028 6,851 2,011 Foreign currency transaction (gain) / loss, net (e) 13,937 (5,229) 14,908 5,282 Trade name impairment (f) 125,450 — 125,450 — Asset sale leaseback (gain) loss, impairment and closed store expenses (g) (5,938) 3,478 (6,062) 2,692 Loss on debt extinguishment (h) — 78 — 45,576 Segment Adjusted EBITDA $ 136,087 $ 101,243 $ 255,107 $ 179,466 (a) Consists of acquisition costs as reflected within the 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 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 and (ii) other miscellaneous expenses, including non-capitalizable expenses relating to the Company’s initial public offering and other strategic transactions. (c) Consists of the non-cash portion of rent expense, which reflects the extent to which our straight-line rent expense recognized under GAAP exceeds or is less than our cash rent payments. (d) Represents non-cash equity-based compensation expense. (e) Represents foreign currency transaction net gains and losses 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 for which the Company elected to discontinue their use. (g) Relates to (gain) loss on sale leasebacks, 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 the respective lease termination dates. |
Long-Term Debt (Tables)
Long-Term Debt (Tables) | 6 Months Ended |
Jun. 25, 2022 | |
Debt Disclosure [Abstract] | |
Schedule of Long-term Debt | The Company’s long-term debt obligations consist of the following: (in thousands) June 25, 2022 December 25, 2021 Series 2018-1 Securitization Senior Notes, Class A-2 $ 263,313 $ 264,688 Series 2019-1 Securitization Senior Notes, Class A-2 289,500 291,000 Series 2019-2 Securitization Senior Notes, Class A-2 267,437 268,813 Series 2019-3 Variable Funding Securitization Senior Notes, Class A-1 — — Series 2020-1 Securitization Senior Notes, Class A-2 171,500 172,375 Series 2020-2 Securitization Senior Notes, Class A-2 443,250 445,500 Series 2021-1 Securitization Senior Notes, Class A-2 446,625 448,875 Term Loan Facility 500,000 500,000 Revolving Credit Facility 105,000 — Other debt (a) 45,344 39,082 Total debt 2,531,969 2,430,333 Less: unamortized debt issuance costs (43,470) (47,969) Less: current portion of long-term debt (23,590) (26,044) Total long-term debt, net $ 2,464,909 $ 2,356,320 (a) Consists primarily of finance lease obligations. See Note 8 . |
Leases (Tables)
Leases (Tables) | 6 Months Ended |
Jun. 25, 2022 | |
Leases [Abstract] | |
Supplemental Balance Sheet Information | The following table details our total investment in operating and finance leases where the Company is the lessee: (in thousands) June 25, 2022 December 25, 2021 Right-of-use assets Finance leases (a) $ 37,081 $ 29,766 Operating leases 1,031,731 995,625 Total right-of-use assets $ 1,068,812 $ 1,025,391 Current lease liabilities Finance leases (b) $ 3,768 $ 3,101 Operating leases (c) 65,563 57,588 Total current lease liabilities $ 69,331 $ 60,689 Long-term lease liabilities Finance leases (d) $ 35,178 $ 27,957 Operating leases 969,598 931,604 Total long-term lease liabilities $ 1,004,776 $ 959,561 (a) Finance lease right-of-use assets are included in P roperty and equipment (b) Current finance lease liabilities are included in C urrent portion of long-term debt (c) Current operating lease liabilities are included in A ccrued expenses and other liabilities ong-term debt |
Schedule of Lease Cost and Supplemental Cash Flow Information | The lease cost for operating and finance leases recognized in the consolidated statement of operations for the three and six months ended June 25, 2022 and June 26, 2021 were as follows: Three months ended Six months ended (in thousands) June 25, 2022 June 26, 2021 June 25, 2022 June 26, 2021 Finance lease expense: Amortization of right-of-use assets $ 1,658 $ 365 $ 2,392 $ 717 Interest on lease liabilities 484 220 861 436 Operating lease expense 32,216 28,669 63,208 56,480 Short-term lease expense 487 593 977 1,235 Variable lease expense 433 226 786 487 Total lease expense $ 35,278 $ 30,073 $ 68,224 $ 59,355 Supplemental cash flow information related to the Company’s lease arrangements for the six months ended June 25, 2022 and June 26, 2021, respectively, was as follows: Six months ended (in thousands) June 25, 2022 June 26, 2021 Cash paid for amounts included in the measurement of lease liabilities: Operating cash flows used in operating leases $ 57,330 $ 52,273 Operating cash flows used in finance leases 785 436 Financing cash flows used in finance leases 829 641 Right-of-use assets obtained in exchange for lease obligations: Operating leases $ 68,251 $ 54,235 Finance leases 4,584 623 |
Equity-based Compensation (Tabl
Equity-based Compensation (Tables) | 6 Months Ended |
Jun. 25, 2022 | |
Share-Based Payment Arrangement [Abstract] | |
Summary of Components of Stock-Based Compensation Expense | The Company recorded share-based compensation expense during the three and six months ended June 25, 2022 and June 26, 2021 within selling, general and administrative expenses on the consolidated statements of operations as follows: Three months ended Six months ended (in thousands) June 25, 2022 June 26, 2021 June 25, 2022 June 26, 2021 Share-based compensation expense $ 4,000 $ 1,000 $ 7,000 $ 2,000 |
Earnings (loss) per share (Tabl
Earnings (loss) per share (Tables) | 6 Months Ended |
Jun. 25, 2022 | |
Earnings Per Share [Abstract] | |
Schedule of Basic and Diluted Earnings (Loss) Per Share Attributable to Common Shareholders | The following table sets forth the computation of basic and diluted earnings (loss) per share attributable to common shareholders: Three months ended Six months ended (in thousands, except per share amounts) June 25, 2022 June 26, 2021 June 25, 2022 June 26, 2021 Basic earnings (loss) per share: Net income (loss) attributable to Driven Brands Holdings Inc. $ (57,044) 35,204 (22,601) 15,265 Less: Net income (loss) attributable to participating securities, basic (1,210) 755 (481) 337 Net income (loss) after participating securities, basic (55,834) 34,449 (22,120) 14,928 Weighted-average common shares outstanding 162,781 162,626 162,772 158,727 Basic earnings (loss) per share $ (0.34) $ 0.21 $ (0.14) $ 0.09 Three months ended Six months ended (in thousands, except per share amounts) June 25, 2022 June 26, 2021 June 25, 2022 June 26, 2021 Diluted earnings (loss) per share: Net income (loss) attributable to Driven Brands Holdings Inc. $ (57,044) $ 35,204 (22,601) 15,265 Less: Net income attributable to participating securities, diluted (1,080) 673 (430) 300 Net income after participating securities, diluted $ (55,964) $ 34,531 (22,171) 14,965 Weighted-average common shares outstanding 162,781 162,626 162,772 158,727 Dilutive effect of share-based awards — 3,886 — 3,544 Weighted-average common shares outstanding, as adjusted 162,781 166,512 162,772 162,271 Diluted earnings (loss) per share $ (0.34) $ 0.21 $ (0.14) $ 0.09 |
Schedule of Antidilutive Shares | The following securities were not included in the computation of diluted shares outstanding because the effect would be antidilutive: Three months ended Six months ended Number of securities (in thousands) June 25, 2022 June 26, 2021 June 25, 2022 June 26, 2021 Restricted stock awards — — — — Restricted stock units — — — — Performance stock units — 127 — 127 Total — 127 — 127 |
Description of Business (Detail
Description of Business (Details) $ / shares in Units, $ in Thousands | 3 Months Ended | 6 Months Ended | ||||||||
Sep. 08, 2021 shares | Aug. 02, 2021 $ / shares shares | Feb. 10, 2021 USD ($) shares | Jan. 14, 2021 USD ($) $ / shares shares | Jun. 25, 2022 USD ($) franchise_location shares | Jun. 26, 2021 USD ($) | Jun. 25, 2022 USD ($) franchise_location shares | Jun. 26, 2021 USD ($) | Dec. 25, 2021 USD ($) shares | Jan. 13, 2021 shares | |
Subsidiary, Sale of Stock [Line Items] | ||||||||||
Number of locations franchised, independently-operated, and company-operated | franchise_location | 4,600,000 | 4,600,000 | ||||||||
Number of states in which entity operates | franchise_location | 49 | 49 | ||||||||
Number of countries across Europe in which entity operates | franchise_location | 14 | 14 | ||||||||
Percentage of locations franchised or independently operated | 0.77 | 0.77 | ||||||||
Repayment of debt | $ | $ 725,000 | |||||||||
Loss on debt extinguishment | $ | $ 0 | $ 78 | $ 0 | $ 45,576 | ||||||
Income tax receivable liability | $ | 156,000 | 156,000 | $ 156,000 | |||||||
Income tax receivable liability, current | $ | 24,255 | 24,255 | 24,255 | |||||||
Income tax receivable liability, noncurrent | $ | $ 131,715 | $ 131,715 | $ 131,715 | |||||||
Stock split | 88,990 | |||||||||
Number of authorized shares (in shares) | shares | 1,000,000,000 | 10,000 | ||||||||
Number of shares authorized (in shares) | shares | 900,000,000 | 900,000,000 | 900,000,000 | 900,000,000 | ||||||
Number of shares of preferred stock authorized (in shares) | shares | 100,000,000 | |||||||||
Pre-IPO Stockholders | ||||||||||
Subsidiary, Sale of Stock [Line Items] | ||||||||||
Income taxes receivable (percent) | 0.85 | |||||||||
IPO | ||||||||||
Subsidiary, Sale of Stock [Line Items] | ||||||||||
Sale of stock (in shares) | shares | 32,000,000 | |||||||||
Sale of stock (in dollars per share) | $ / shares | $ 22 | |||||||||
Total proceeds received | $ | $ 761,000 | |||||||||
Number of shares purchased from existing shareholders (in shares) | shares | 2,000,000 | |||||||||
Over-Allotment Option | ||||||||||
Subsidiary, Sale of Stock [Line Items] | ||||||||||
Sale of stock (in shares) | shares | 881,393 | 5,000,000 | ||||||||
Total proceeds received | $ | $ 43,000 | |||||||||
Secondary Offering | ||||||||||
Subsidiary, Sale of Stock [Line Items] | ||||||||||
Sale of stock (in shares) | shares | 12,000,000 | |||||||||
Sale of stock (in dollars per share) | $ / shares | $ 29.5 |
Summary of Significant Accoun_4
Summary of Significant Accounting Policies - Narrative (Details) - USD ($) $ in Thousands | 3 Months Ended | 6 Months Ended | |
Mar. 27, 2021 | Jun. 26, 2021 | Dec. 26, 2020 | |
Reclassification [Line Items] | |||
Capitalized stock issuance cost | $ 9,000 | ||
Stock issuance cost | $ 14,757 | ||
IPO | |||
Reclassification [Line Items] | |||
Stock issuance cost | $ 6,000 |
Summary of Significant Accoun_5
Summary of Significant Accounting Policies - Schedule of Financial Assets and Liabilities Measured at Fair Value on a Recurring Basis (Details) - Fair Value, Recurring - USD ($) $ in Thousands | Jun. 25, 2022 | Dec. 25, 2021 |
Subsidiary, Sale of Stock [Line Items] | ||
Mutual fund investments held in rabbi trust | $ 766 | $ 976 |
Designated as Hedging Instrument | ||
Subsidiary, Sale of Stock [Line Items] | ||
Mutual fund investments held in rabbi trust | 1,030 | |
Foreign currency derivative liabilities | 304 | 536 |
Not Designated as Hedging Instrument | ||
Subsidiary, Sale of Stock [Line Items] | ||
Foreign currency derivative liabilities | 1,528 | |
Fair Value, Inputs, Level 1 | ||
Subsidiary, Sale of Stock [Line Items] | ||
Mutual fund investments held in rabbi trust | 766 | 976 |
Fair Value, Inputs, Level 1 | Designated as Hedging Instrument | ||
Subsidiary, Sale of Stock [Line Items] | ||
Mutual fund investments held in rabbi trust | 0 | |
Foreign currency derivative liabilities | 0 | 0 |
Fair Value, Inputs, Level 1 | Not Designated as Hedging Instrument | ||
Subsidiary, Sale of Stock [Line Items] | ||
Foreign currency derivative liabilities | 0 | |
Fair Value, Inputs, Level 2 | ||
Subsidiary, Sale of Stock [Line Items] | ||
Mutual fund investments held in rabbi trust | 0 | 0 |
Fair Value, Inputs, Level 2 | Designated as Hedging Instrument | ||
Subsidiary, Sale of Stock [Line Items] | ||
Mutual fund investments held in rabbi trust | 1,030 | |
Foreign currency derivative liabilities | 304 | $ 536 |
Fair Value, Inputs, Level 2 | Not Designated as Hedging Instrument | ||
Subsidiary, Sale of Stock [Line Items] | ||
Foreign currency derivative liabilities | $ 1,528 |
Summary of Significant Accoun_6
Summary of Significant Accounting Policies - Schedule of Carrying Values and Estimated Fair Value of Total Long-Term Debt (Details) - USD ($) $ in Thousands | Jun. 25, 2022 | Dec. 25, 2021 |
Carrying value | ||
Subsidiary, Sale of Stock [Line Items] | ||
Long-term debt | $ 2,488,499 | $ 2,382,364 |
Estimated fair value | ||
Subsidiary, Sale of Stock [Line Items] | ||
Long-term debt | $ 2,311,046 | $ 2,411,987 |
Summary of Significant Accoun_7
Summary of Significant Accounting Policies - Schedule of Accumulated Other Comprehensive Income (Loss) (Details) - USD ($) $ in Thousands | 3 Months Ended | 6 Months Ended | ||
Jun. 25, 2022 | Jun. 26, 2021 | Jun. 25, 2022 | Jun. 26, 2021 | |
AOCI Including Portion Attributable to Noncontrolling Interest, Net of Tax [Roll Forward] | ||||
Beginning balance | $ 1,678,492 | $ 1,625,309 | $ 1,645,242 | $ 1,106,360 |
Net change | (42,313) | 11,411 | (47,768) | 2,326 |
Ending balance | 1,583,460 | 1,671,942 | 1,583,460 | 1,671,942 |
Accumulated other comprehensive income (loss) | ||||
AOCI Including Portion Attributable to Noncontrolling Interest, Net of Tax [Roll Forward] | ||||
Beginning balance | (10,483) | 7,443 | (5,028) | 16,528 |
Ending balance | (52,796) | 18,854 | (52,796) | 18,854 |
Foreign currency translation adjustment | ||||
AOCI Including Portion Attributable to Noncontrolling Interest, Net of Tax [Roll Forward] | ||||
Beginning balance | (9,770) | 7,591 | (4,183) | 16,834 |
Net change | (42,095) | 11,411 | (47,682) | 2,168 |
Ending balance | (51,865) | 19,002 | (51,865) | 19,002 |
Cash flow hedges | ||||
AOCI Including Portion Attributable to Noncontrolling Interest, Net of Tax [Roll Forward] | ||||
Beginning balance | (626) | (57) | (758) | (87) |
Net change | (225) | 0 | (93) | 30 |
Ending balance | (851) | (57) | (851) | (57) |
Defined benefit pension plan | ||||
AOCI Including Portion Attributable to Noncontrolling Interest, Net of Tax [Roll Forward] | ||||
Beginning balance | (87) | (91) | (87) | (219) |
Net change | 7 | 0 | 7 | 128 |
Ending balance | $ (80) | $ (91) | $ (80) | $ (91) |
Acquisitions and Dispositions -
Acquisitions and Dispositions - Narrative (Details) $ in Thousands | 3 Months Ended | 6 Months Ended | 12 Months Ended | |||||||||||
Jun. 14, 2022 USD ($) car_wash_site | Apr. 28, 2022 USD ($) car_wash_site | Mar. 16, 2022 USD ($) | Dec. 30, 2021 USD ($) collision_site | Oct. 27, 2021 USD ($) car_wash_site | Jul. 14, 2021 USD ($) car_wash_site | May 20, 2021 USD ($) car_wash_site | Apr. 27, 2021 USD ($) | Jun. 25, 2022 USD ($) | Jun. 26, 2021 USD ($) | Jun. 25, 2022 USD ($) acquisition car_wash_site maintenance_site | Jun. 26, 2021 USD ($) | Dec. 25, 2021 USD ($) acquisition maintenance_site site car_wash_site collision_site | Dec. 26, 2020 USD ($) | |
Business Acquisition [Line Items] | ||||||||||||||
Cash used in business acquisitions, net of cash acquired | $ 394,388 | $ 205,556 | ||||||||||||
Acquisition costs | $ 3,338 | $ 389 | 7,656 | $ 2,038 | ||||||||||
Consideration received | 55,000 | 55,000 | ||||||||||||
Net loss on disposal (less than) | $ (7,000) | |||||||||||||
Derecognized noncontrolling interest | $ 948 | |||||||||||||
Minimum | ||||||||||||||
Business Acquisition [Line Items] | ||||||||||||||
Deferred consideration payment period | 6 months | 6 months | ||||||||||||
Maximum | ||||||||||||||
Business Acquisition [Line Items] | ||||||||||||||
Deferred consideration payment period | 1 year | 1 year | ||||||||||||
Lease Right of Use Assets | Minimum | ||||||||||||||
Business Acquisition [Line Items] | ||||||||||||||
Intangible asset useful life | 3 years | |||||||||||||
Lease Right of Use Assets | Maximum | ||||||||||||||
Business Acquisition [Line Items] | ||||||||||||||
Intangible asset useful life | 34 years | |||||||||||||
Customer Lists | ||||||||||||||
Business Acquisition [Line Items] | ||||||||||||||
Intangible asset useful life | 20 years | |||||||||||||
Trade Names | ||||||||||||||
Business Acquisition [Line Items] | ||||||||||||||
Intangible asset useful life | 1 year | |||||||||||||
Series of Individually Immaterial Asset Acquisitions | ||||||||||||||
Business Acquisition [Line Items] | ||||||||||||||
Number of sites | site | 1 | |||||||||||||
Number of assets acquired | acquisition | 11 | |||||||||||||
Disposal Group, Disposed of by Sale, Not Discontinued Operations | ||||||||||||||
Business Acquisition [Line Items] | ||||||||||||||
Ownership interest disposed of (as a percent) | 75% | 70% | ||||||||||||
Consideration received | $ 2,000 | $ 2,000 | ||||||||||||
Net loss on disposal (less than) | $ 1,000 | $ 1,000 | ||||||||||||
Derecognized noncontrolling interest | 1,000 | 1,000 | ||||||||||||
2022 Acquisitions | ||||||||||||||
Business Acquisition [Line Items] | ||||||||||||||
Total consideration | 391,389 | |||||||||||||
Acquisition costs | $ 3,000 | |||||||||||||
2022 Acquisitions | All Other Car Wash | ||||||||||||||
Business Acquisition [Line Items] | ||||||||||||||
Number of businesses acquired | acquisition | 12 | |||||||||||||
Number of car wash sites | car_wash_site | 17 | |||||||||||||
Cash used in business acquisitions, net of cash acquired | $ 164,700 | |||||||||||||
Total consideration | $ 132,814 | |||||||||||||
2022 Acquisitions | Maintenance | ||||||||||||||
Business Acquisition [Line Items] | ||||||||||||||
Number of businesses acquired | acquisition | 2 | |||||||||||||
Cash used in business acquisitions, net of cash acquired | $ 2,900 | |||||||||||||
Number of maintenance sites | maintenance_site | 2 | |||||||||||||
Total consideration | $ 2,922 | |||||||||||||
2022 Acquisitions | Jimmy Clean Car Wash | ||||||||||||||
Business Acquisition [Line Items] | ||||||||||||||
Number of car wash sites | car_wash_site | 3 | |||||||||||||
Cash used in business acquisitions, net of cash acquired | $ 31,900 | |||||||||||||
2022 Acquisitions | All Star Glass | ||||||||||||||
Business Acquisition [Line Items] | ||||||||||||||
Number of car wash sites | car_wash_site | 30 | |||||||||||||
Cash used in business acquisitions, net of cash acquired | $ 43,700 | |||||||||||||
Total consideration | 43,740 | |||||||||||||
A2022 Car Wash, Maintenance, And Paint, Collision And Glass Acquisitions | ||||||||||||||
Business Acquisition [Line Items] | ||||||||||||||
Total consideration | 5,000 | |||||||||||||
AGN Acquisitions | ||||||||||||||
Business Acquisition [Line Items] | ||||||||||||||
Cash used in business acquisitions, net of cash acquired | $ 170,600 | |||||||||||||
Number of sites | collision_site | 79 | |||||||||||||
2022 And 2021 Acquisitions | ||||||||||||||
Business Acquisition [Line Items] | ||||||||||||||
Consideration liability | $ 13,000 | 13,000 | ||||||||||||
Payment of contingent consideration related to acquisitions | $ 15,000 | |||||||||||||
2021 Acquisitions | ||||||||||||||
Business Acquisition [Line Items] | ||||||||||||||
Consideration liability | 23,000 | |||||||||||||
Acquisition costs | $ 3,000 | |||||||||||||
2021 Car Wash Acquisitions | ||||||||||||||
Business Acquisition [Line Items] | ||||||||||||||
Number of businesses acquired | acquisition | 38 | |||||||||||||
Number of car wash sites | car_wash_site | 110 | |||||||||||||
Cash used in business acquisitions, net of cash acquired | $ 732,000 | |||||||||||||
Total consideration | 732,148 | |||||||||||||
Magic Tunnel Car Wash | ||||||||||||||
Business Acquisition [Line Items] | ||||||||||||||
Number of car wash sites | car_wash_site | 16 | |||||||||||||
Total consideration | $ 88,000 | 88,026 | ||||||||||||
Franks Car Wash Express | ||||||||||||||
Business Acquisition [Line Items] | ||||||||||||||
Number of car wash sites | car_wash_site | 18 | |||||||||||||
Total consideration | $ 107,000 | 106,558 | ||||||||||||
Racer Classic Car Wash | ||||||||||||||
Business Acquisition [Line Items] | ||||||||||||||
Number of car wash sites | car_wash_site | 10 | |||||||||||||
Total consideration | $ 65,000 | $ 64,843 | ||||||||||||
2021 Maintenance Acquisitions | ||||||||||||||
Business Acquisition [Line Items] | ||||||||||||||
Number of businesses acquired | acquisition | 8 | |||||||||||||
Cash used in business acquisitions, net of cash acquired | $ 37,000 | |||||||||||||
Number of maintenance sites | maintenance_site | 13 | |||||||||||||
Total consideration | $ 37,271 | |||||||||||||
2021 PC&G Acquisitions | ||||||||||||||
Business Acquisition [Line Items] | ||||||||||||||
Number of businesses acquired | acquisition | 2 | |||||||||||||
Cash used in business acquisitions, net of cash acquired | $ 33,000 | |||||||||||||
Total consideration | $ 32,972 | |||||||||||||
Number of collision sites | collision_site | 12 | |||||||||||||
2021 PC&G Acquisitions | All Other Car Wash | ||||||||||||||
Business Acquisition [Line Items] | ||||||||||||||
Number of businesses acquired | acquisition | 2 | |||||||||||||
Cash used in business acquisitions, net of cash acquired | $ 9,000 | |||||||||||||
2021 PC&G Acquisitions | Maintenance | ||||||||||||||
Business Acquisition [Line Items] | ||||||||||||||
Number of businesses acquired | acquisition | 9 | |||||||||||||
Cash used in business acquisitions, net of cash acquired | $ 7,000 | |||||||||||||
2022 PC&G Acquisitions | ||||||||||||||
Business Acquisition [Line Items] | ||||||||||||||
Number of businesses acquired | acquisition | 4 | |||||||||||||
Number of maintenance sites | maintenance_site | 115 | |||||||||||||
2021 Car Wash And Maintenance Acquisitions | ||||||||||||||
Business Acquisition [Line Items] | ||||||||||||||
Consideration liability | 24,000 | |||||||||||||
2021 And 2022 Acquisitions | ||||||||||||||
Business Acquisition [Line Items] | ||||||||||||||
Consideration liability | 23,000 | |||||||||||||
Payment of contingent consideration related to acquisitions | $ 6,000 | |||||||||||||
2020 Acquisitions | ||||||||||||||
Business Acquisition [Line Items] | ||||||||||||||
Consideration liability | $ 5,000 |
Acquisitions and Dispositions_2
Acquisitions and Dispositions - Schedule of Estimated Purchase Price Allocation (Details) - USD ($) $ in Thousands | 6 Months Ended | 12 Months Ended | |||
Oct. 27, 2021 | Jul. 14, 2021 | May 20, 2021 | Jun. 25, 2022 | Dec. 25, 2021 | |
Liabilities: | |||||
Goodwill | $ 2,108,002 | $ 1,910,392 | |||
Jimmy Clean Car Wash | |||||
Assets: | |||||
Cash | 6 | ||||
Prepaid assets | 0 | ||||
Land and building | 11,190 | ||||
Equipment | 2,210 | ||||
Inventory | 0 | ||||
Accounts and Notes receivable | 0 | ||||
Prepaid expenses | 0 | ||||
Operating lease right of use asset | 0 | ||||
Intangibles, net | 0 | ||||
Land and improvements | 0 | ||||
Deferred tax assets | 2,116 | ||||
Assets acquired | 15,522 | ||||
Liabilities: | |||||
Trade Payable | 0 | ||||
Accrued Expenses and other long-term liabilities | 0 | ||||
Taxes Payable | 0 | ||||
Long Term Debt- Current | 0 | ||||
Long Term Debt | 0 | ||||
Prepaid liability | 110 | ||||
Operating lease liabilities | 0 | ||||
Total liabilities assumed | 110 | ||||
Net assets acquired | 15,412 | ||||
Total consideration | 31,896 | ||||
Goodwill | 16,484 | ||||
2022 Acquisitions | |||||
Assets: | |||||
Cash | 7,600 | ||||
Prepaid assets | 357 | ||||
Land and building | 91,338 | ||||
Equipment | 15,923 | ||||
Inventory | 597 | ||||
Accounts and Notes receivable | 2,436 | ||||
Prepaid expenses | 255 | ||||
Operating lease right of use asset | 11,427 | ||||
Intangibles, net | 57,700 | ||||
Land and improvements | 0 | ||||
Deferred tax assets | 2,845 | ||||
Assets acquired | 190,478 | ||||
Liabilities: | |||||
Trade Payable | 1,911 | ||||
Accrued Expenses and other long-term liabilities | 303 | ||||
Taxes Payable | 272 | ||||
Long Term Debt- Current | 46 | ||||
Long Term Debt | 59 | ||||
Prepaid liability | 250 | ||||
Operating lease liabilities | 10,736 | ||||
Total liabilities assumed | 13,577 | ||||
Net assets acquired | 176,901 | ||||
Total consideration | 391,389 | ||||
Goodwill | 214,488 | ||||
2022 Acquisitions | All Other Car Wash | |||||
Assets: | |||||
Cash | 32 | ||||
Prepaid assets | 0 | ||||
Land and building | 79,100 | ||||
Equipment | 11,268 | ||||
Inventory | 0 | ||||
Accounts and Notes receivable | 0 | ||||
Prepaid expenses | 0 | ||||
Operating lease right of use asset | 0 | ||||
Intangibles, net | 0 | ||||
Land and improvements | 0 | ||||
Deferred tax assets | 674 | ||||
Assets acquired | 91,074 | ||||
Liabilities: | |||||
Trade Payable | 0 | ||||
Accrued Expenses and other long-term liabilities | 0 | ||||
Taxes Payable | 0 | ||||
Long Term Debt- Current | 0 | ||||
Long Term Debt | 0 | ||||
Prepaid liability | 140 | ||||
Operating lease liabilities | 0 | ||||
Total liabilities assumed | 140 | ||||
Net assets acquired | 90,934 | ||||
Total consideration | 132,814 | ||||
Goodwill | 41,880 | ||||
2022 Acquisitions | Maintenance | |||||
Assets: | |||||
Cash | 0 | ||||
Prepaid assets | 0 | ||||
Land and building | 1,025 | ||||
Equipment | 85 | ||||
Inventory | 24 | ||||
Accounts and Notes receivable | 0 | ||||
Prepaid expenses | 0 | ||||
Operating lease right of use asset | 0 | ||||
Intangibles, net | 0 | ||||
Land and improvements | 0 | ||||
Deferred tax assets | 55 | ||||
Assets acquired | 1,189 | ||||
Liabilities: | |||||
Trade Payable | 0 | ||||
Accrued Expenses and other long-term liabilities | 0 | ||||
Taxes Payable | 0 | ||||
Long Term Debt- Current | 0 | ||||
Long Term Debt | 0 | ||||
Prepaid liability | 0 | ||||
Operating lease liabilities | 0 | ||||
Total liabilities assumed | 0 | ||||
Net assets acquired | 1,189 | ||||
Total consideration | 2,922 | ||||
Goodwill | 1,733 | ||||
2022 Acquisitions | All Star Glass | |||||
Assets: | |||||
Cash | 7,553 | ||||
Prepaid assets | 0 | ||||
Land and building | |||||
Equipment | 537 | ||||
Inventory | 546 | ||||
Accounts and Notes receivable | 2,436 | ||||
Prepaid expenses | 255 | ||||
Operating lease right of use asset | 734 | ||||
Intangibles, net | 8,700 | ||||
Land and improvements | 0 | ||||
Deferred tax assets | |||||
Assets acquired | 20,761 | ||||
Liabilities: | |||||
Trade Payable | 1,911 | ||||
Accrued Expenses and other long-term liabilities | 303 | ||||
Taxes Payable | 272 | ||||
Long Term Debt- Current | 46 | ||||
Long Term Debt | 59 | ||||
Prepaid liability | 0 | ||||
Operating lease liabilities | 733 | ||||
Total liabilities assumed | 3,324 | ||||
Net assets acquired | 17,437 | ||||
Total consideration | 43,740 | ||||
Goodwill | 26,303 | ||||
2022 Acquisitions | Auto Glass Now | |||||
Assets: | |||||
Cash | 7 | ||||
Prepaid assets | 327 | ||||
Land and building | 23 | ||||
Equipment | 921 | ||||
Inventory | 0 | ||||
Accounts and Notes receivable | 0 | ||||
Prepaid expenses | 0 | ||||
Operating lease right of use asset | 10,693 | ||||
Intangibles, net | 49,000 | ||||
Land and improvements | 0 | ||||
Deferred tax assets | 0 | ||||
Assets acquired | 60,971 | ||||
Liabilities: | |||||
Trade Payable | 0 | ||||
Accrued Expenses and other long-term liabilities | 0 | ||||
Taxes Payable | 0 | ||||
Long Term Debt- Current | 0 | ||||
Long Term Debt | 0 | ||||
Prepaid liability | 0 | ||||
Operating lease liabilities | 10,003 | ||||
Total liabilities assumed | 10,003 | ||||
Net assets acquired | 50,968 | ||||
Total consideration | 170,636 | ||||
Goodwill | 119,668 | ||||
2022 Acquisitions | All Other Paint, Collision & Glass | |||||
Assets: | |||||
Cash | 2 | ||||
Prepaid assets | 30 | ||||
Land and building | 0 | ||||
Equipment | 902 | ||||
Inventory | 27 | ||||
Accounts and Notes receivable | 0 | ||||
Prepaid expenses | 0 | ||||
Operating lease right of use asset | 0 | ||||
Intangibles, net | 0 | ||||
Land and improvements | 0 | ||||
Deferred tax assets | 0 | ||||
Assets acquired | 961 | ||||
Liabilities: | |||||
Trade Payable | 0 | ||||
Accrued Expenses and other long-term liabilities | 0 | ||||
Taxes Payable | 0 | ||||
Long Term Debt- Current | 0 | ||||
Long Term Debt | 0 | ||||
Prepaid liability | 0 | ||||
Operating lease liabilities | 0 | ||||
Total liabilities assumed | 0 | ||||
Net assets acquired | 961 | ||||
Total consideration | 9,381 | ||||
Goodwill | $ 8,420 | ||||
Magic Tunnel Car Wash | |||||
Assets: | |||||
Cash | 26 | ||||
Equipment | 13,800 | ||||
Inventory | 0 | ||||
Intangibles, net | 700 | ||||
Land and improvements | 13,020 | ||||
Deferred tax assets | 0 | ||||
Right of use assets | 0 | ||||
Building | 48,380 | ||||
Assets held for sale | 0 | ||||
Assets acquired | 75,926 | ||||
Liabilities: | |||||
Deferred tax liabilities | 0 | ||||
Accrued liabilities | 0 | ||||
Lease liability | 0 | ||||
Total liabilities assumed | 0 | ||||
Net assets acquired | 75,926 | ||||
Total consideration | $ 88,000 | 88,026 | |||
Goodwill | 12,100 | ||||
Franks Car Wash Express | |||||
Assets: | |||||
Cash | 38 | ||||
Equipment | 7,377 | ||||
Inventory | 0 | ||||
Intangibles, net | 800 | ||||
Land and improvements | 10,790 | ||||
Deferred tax assets | 94 | ||||
Right of use assets | 0 | ||||
Building | 48,570 | ||||
Assets held for sale | 0 | ||||
Assets acquired | 67,669 | ||||
Liabilities: | |||||
Deferred tax liabilities | 0 | ||||
Accrued liabilities | 50 | ||||
Lease liability | 0 | ||||
Total liabilities assumed | 50 | ||||
Net assets acquired | 67,619 | ||||
Total consideration | $ 107,000 | 106,558 | |||
Goodwill | 38,939 | ||||
Racer Classic Car Wash | |||||
Assets: | |||||
Cash | 18 | ||||
Equipment | 5,698 | ||||
Inventory | 311 | ||||
Intangibles, net | 550 | ||||
Land and improvements | 6,920 | ||||
Deferred tax assets | 0 | ||||
Right of use assets | 2,587 | ||||
Building | 31,490 | ||||
Assets held for sale | 0 | ||||
Assets acquired | 47,574 | ||||
Liabilities: | |||||
Deferred tax liabilities | 758 | ||||
Accrued liabilities | 155 | ||||
Lease liability | 2,687 | ||||
Total liabilities assumed | 3,600 | ||||
Net assets acquired | 43,974 | ||||
Total consideration | $ 65,000 | 64,843 | |||
Goodwill | 20,869 | ||||
All Other | |||||
Assets: | |||||
Cash | 165 | ||||
Equipment | 59,578 | ||||
Inventory | 0 | ||||
Intangibles, net | 0 | ||||
Land and improvements | 45,455 | ||||
Deferred tax assets | 1,596 | ||||
Right of use assets | 12,277 | ||||
Building | 270,155 | ||||
Assets held for sale | 996 | ||||
Assets acquired | 390,222 | ||||
Liabilities: | |||||
Deferred tax liabilities | 0 | ||||
Accrued liabilities | 304 | ||||
Lease liability | 12,277 | ||||
Total liabilities assumed | 12,581 | ||||
Net assets acquired | 377,641 | ||||
Total consideration | 472,721 | ||||
Goodwill | 95,080 | ||||
2021 Car Wash Acquisitions | |||||
Assets: | |||||
Cash | 247 | ||||
Equipment | 86,453 | ||||
Inventory | 311 | ||||
Intangibles, net | 2,050 | ||||
Land and improvements | 76,185 | ||||
Deferred tax assets | 1,690 | ||||
Right of use assets | 14,864 | ||||
Building | 398,595 | ||||
Assets held for sale | 996 | ||||
Assets acquired | 581,391 | ||||
Liabilities: | |||||
Deferred tax liabilities | 758 | ||||
Accrued liabilities | 509 | ||||
Lease liability | 14,964 | ||||
Total liabilities assumed | 16,231 | ||||
Net assets acquired | 565,160 | ||||
Total consideration | 732,148 | ||||
Goodwill | 166,988 | ||||
2021 Maintenance Acquisitions | |||||
Assets: | |||||
Cash | 2 | ||||
Equipment | 1,450 | ||||
Inventory | 200 | ||||
Land and improvements | 4,425 | ||||
Deferred tax assets | 90 | ||||
Building | 13,220 | ||||
Assets held for sale | 3,275 | ||||
Assets acquired | 22,662 | ||||
Liabilities: | |||||
Prepaid liability | 52 | ||||
Total liabilities assumed | 52 | ||||
Net assets acquired | 22,610 | ||||
Total consideration | 37,271 | ||||
Goodwill | 14,661 | ||||
2021 PC&G Acquisitions | |||||
Assets: | |||||
Equipment | 1,512 | ||||
Inventory | 107 | ||||
Intangibles, net | 6,707 | ||||
Right of use assets | 7,672 | ||||
Assets acquired | 15,998 | ||||
Liabilities: | |||||
Accrued liabilities | 5 | ||||
Lease liability | 7,664 | ||||
Off-market lease component | 99 | ||||
Total liabilities assumed | 7,768 | ||||
Net assets acquired | 8,230 | ||||
Total consideration | 32,972 | ||||
Goodwill | $ 24,742 |
Acquisitions and Dispositions_3
Acquisitions and Dispositions - Schedule of Pro Forma Revenue (Details) - USD ($) $ in Thousands | 3 Months Ended | 6 Months Ended | 12 Months Ended | |||
Jun. 25, 2022 | Jun. 26, 2021 | Jun. 25, 2022 | Jun. 26, 2021 | Dec. 25, 2021 | Dec. 26, 2020 | |
Car Wash Acquisitions | ||||||
Business Acquisition, Pro Forma Information, Nonrecurring Adjustment [Line Items] | ||||||
Revenue | $ 4,896 | $ 5,378 | ||||
Net income (loss) attributable to Driven Brands Holdings Inc. | 1,440 | 1,512 | ||||
Glass Acquisitions | ||||||
Business Acquisition, Pro Forma Information, Nonrecurring Adjustment [Line Items] | ||||||
Revenue | 29,912 | 49,992 | ||||
Net income (loss) attributable to Driven Brands Holdings Inc. | 4,027 | 6,076 | ||||
Car Wash & Glass Acquisitions | ||||||
Business Acquisition, Pro Forma Information, Nonrecurring Adjustment [Line Items] | ||||||
Revenue | 34,808 | 55,370 | ||||
Net income (loss) attributable to Driven Brands Holdings Inc. | 5,467 | 7,588 | ||||
Driven Brands Holdings Consolidated Pro-forma | ||||||
Business Acquisition, Pro Forma Information [Abstract] | ||||||
Revenue | 516,078 | $ 418,706 | 1,002,583 | $ 783,960 | ||
Net income (loss) attributable to Driven Brands Holdings Inc. | $ (55,172) | $ 46,020 | $ (15,819) | $ 24,749 | ||
2021 Car Wash Acquisitions | ||||||
Business Acquisition, Pro Forma Information, Nonrecurring Adjustment [Line Items] | ||||||
Revenue | $ 48,648 | |||||
Net income (loss) attributable to Driven Brands Holdings Inc. | 11,693 | |||||
Business Acquisition, Pro Forma Information [Abstract] | ||||||
Revenue | 1,613,479 | $ 1,026,012 | ||||
Net income (loss) attributable to Driven Brands Holdings Inc. | $ 47,272 | $ 20,558 |
Revenue from Contracts with C_2
Revenue from Contracts with Customers (Details) - USD ($) $ in Thousands | 3 Months Ended | 6 Months Ended | |||
Jun. 25, 2022 | Jun. 26, 2021 | Jun. 25, 2022 | Jun. 26, 2021 | Dec. 25, 2021 | |
Revenue from Contract with Customer [Abstract] | |||||
Capitalized costs to obtain a contract | $ 11,000 | $ 0 | $ 11,000 | $ 0 | $ 11,000 |
Deferred revenue | 39,829 | 39,829 | 37,576 | ||
Contract liabilities | 38,000 | 38,000 | $ 27,000 | ||
Revenue recognized (less than) | $ 1,000 | $ 1,000 | $ 2,000 | $ 1,000 |
Segment Information - Schedule
Segment Information - Schedule of Segment Results (Details) - USD ($) $ in Thousands | 3 Months Ended | 6 Months Ended | ||
Jun. 25, 2022 | Jun. 26, 2021 | Jun. 25, 2022 | Jun. 26, 2021 | |
Segment Reporting Information [Line Items] | ||||
Total revenue | $ 508,624 | $ 374,828 | $ 976,947 | $ 704,247 |
Segment Adjusted EBITDA | 255,107 | 179,466 | ||
Franchise royalties and fees | ||||
Segment Reporting Information [Line Items] | ||||
Total revenue | 44,850 | 37,873 | 82,738 | 68,287 |
Company-operated store sales | ||||
Segment Reporting Information [Line Items] | ||||
Total revenue | 323,885 | 206,198 | 616,276 | 390,053 |
Independently-operated store sales | ||||
Segment Reporting Information [Line Items] | ||||
Total revenue | 54,942 | 56,379 | 118,031 | 112,542 |
Advertising fund contributions | ||||
Segment Reporting Information [Line Items] | ||||
Total revenue | 22,091 | 19,648 | 41,789 | 36,903 |
Supply and other revenue | ||||
Segment Reporting Information [Line Items] | ||||
Total revenue | 62,856 | 54,730 | 118,113 | 96,462 |
Operating Segments | Maintenance | ||||
Segment Reporting Information [Line Items] | ||||
Total revenue | 194,305 | 145,010 | 373,047 | 273,160 |
Segment Adjusted EBITDA | 64,076 | 44,561 | 116,561 | 85,001 |
Operating Segments | Maintenance | Franchise royalties and fees | ||||
Segment Reporting Information [Line Items] | ||||
Total revenue | 11,326 | 9,090 | 20,961 | 17,016 |
Operating Segments | Maintenance | Company-operated store sales | ||||
Segment Reporting Information [Line Items] | ||||
Total revenue | 168,648 | 126,107 | 325,476 | 240,174 |
Operating Segments | Maintenance | Independently-operated store sales | ||||
Segment Reporting Information [Line Items] | ||||
Total revenue | 0 | 0 | 0 | 0 |
Operating Segments | Maintenance | Advertising fund contributions | ||||
Segment Reporting Information [Line Items] | ||||
Total revenue | 0 | 0 | 0 | 0 |
Operating Segments | Maintenance | Supply and other revenue | ||||
Segment Reporting Information [Line Items] | ||||
Total revenue | 14,331 | 9,813 | 26,610 | 15,970 |
Operating Segments | Car Wash | ||||
Segment Reporting Information [Line Items] | ||||
Total revenue | 158,579 | 123,915 | 317,854 | 238,579 |
Segment Adjusted EBITDA | 53,677 | 43,069 | 109,397 | 77,224 |
Operating Segments | Car Wash | Franchise royalties and fees | ||||
Segment Reporting Information [Line Items] | ||||
Total revenue | 0 | 0 | 0 | 0 |
Operating Segments | Car Wash | Company-operated store sales | ||||
Segment Reporting Information [Line Items] | ||||
Total revenue | 101,796 | 65,705 | 196,291 | 122,753 |
Operating Segments | Car Wash | Independently-operated store sales | ||||
Segment Reporting Information [Line Items] | ||||
Total revenue | 54,942 | 56,379 | 118,031 | 112,542 |
Operating Segments | Car Wash | Advertising fund contributions | ||||
Segment Reporting Information [Line Items] | ||||
Total revenue | 0 | 0 | 0 | 0 |
Operating Segments | Car Wash | Supply and other revenue | ||||
Segment Reporting Information [Line Items] | ||||
Total revenue | 1,841 | 1,831 | 3,532 | 3,284 |
Operating Segments | Paint, Collision & Glass | ||||
Segment Reporting Information [Line Items] | ||||
Total revenue | 95,440 | 50,574 | 174,883 | 94,466 |
Segment Adjusted EBITDA | 32,916 | 21,856 | 61,928 | 39,495 |
Operating Segments | Paint, Collision & Glass | Franchise royalties and fees | ||||
Segment Reporting Information [Line Items] | ||||
Total revenue | 23,605 | 19,988 | 44,970 | 37,298 |
Operating Segments | Paint, Collision & Glass | Company-operated store sales | ||||
Segment Reporting Information [Line Items] | ||||
Total revenue | 52,120 | 13,019 | 92,118 | 24,949 |
Operating Segments | Paint, Collision & Glass | Independently-operated store sales | ||||
Segment Reporting Information [Line Items] | ||||
Total revenue | 0 | 0 | 0 | 0 |
Operating Segments | Paint, Collision & Glass | Advertising fund contributions | ||||
Segment Reporting Information [Line Items] | ||||
Total revenue | 0 | 0 | 0 | 0 |
Operating Segments | Paint, Collision & Glass | Supply and other revenue | ||||
Segment Reporting Information [Line Items] | ||||
Total revenue | 19,715 | 17,567 | 37,795 | 32,219 |
Operating Segments | Platform Services | ||||
Segment Reporting Information [Line Items] | ||||
Total revenue | 53,202 | 44,841 | 96,368 | 79,437 |
Segment Adjusted EBITDA | 20,541 | 17,602 | 34,706 | 28,610 |
Operating Segments | Platform Services | Franchise royalties and fees | ||||
Segment Reporting Information [Line Items] | ||||
Total revenue | 9,919 | 8,795 | 16,807 | 13,973 |
Operating Segments | Platform Services | Company-operated store sales | ||||
Segment Reporting Information [Line Items] | ||||
Total revenue | 1,392 | 1,463 | 2,544 | 2,446 |
Operating Segments | Platform Services | Independently-operated store sales | ||||
Segment Reporting Information [Line Items] | ||||
Total revenue | 0 | 0 | 0 | 0 |
Operating Segments | Platform Services | Advertising fund contributions | ||||
Segment Reporting Information [Line Items] | ||||
Total revenue | 0 | 0 | 0 | 0 |
Operating Segments | Platform Services | Supply and other revenue | ||||
Segment Reporting Information [Line Items] | ||||
Total revenue | 41,891 | 34,583 | 77,017 | 63,018 |
Corporate and Other | ||||
Segment Reporting Information [Line Items] | ||||
Total revenue | 7,098 | 10,488 | 14,795 | 18,605 |
Segment Adjusted EBITDA | (35,123) | (25,845) | (67,485) | (50,864) |
Corporate and Other | Franchise royalties and fees | ||||
Segment Reporting Information [Line Items] | ||||
Total revenue | 0 | 0 | 0 | 0 |
Corporate and Other | Company-operated store sales | ||||
Segment Reporting Information [Line Items] | ||||
Total revenue | (71) | (96) | (153) | (269) |
Corporate and Other | Independently-operated store sales | ||||
Segment Reporting Information [Line Items] | ||||
Total revenue | 0 | 0 | 0 | 0 |
Corporate and Other | Advertising fund contributions | ||||
Segment Reporting Information [Line Items] | ||||
Total revenue | 22,091 | 19,648 | 41,789 | 36,903 |
Corporate and Other | Supply and other revenue | ||||
Segment Reporting Information [Line Items] | ||||
Total revenue | $ (14,922) | $ (9,064) | $ (26,841) | $ (18,029) |
Segment Information - Reconcili
Segment Information - Reconciliation of Segment Adjusted EBITDA to Income Before Taxes (Details) - USD ($) $ in Thousands | 3 Months Ended | 6 Months Ended | ||
Jun. 25, 2022 | Jun. 26, 2021 | Jun. 25, 2022 | Jun. 26, 2021 | |
Segment Reporting Information [Line Items] | ||||
Income (loss) before taxes | $ (75,892) | $ 52,179 | $ (28,496) | $ 27,800 |
Depreciation and amortization | 38,087 | 26,423 | 71,110 | 50,275 |
Interest expense, net | 26,270 | 16,612 | 51,623 | 34,702 |
Acquisition related costs | 3,338 | 389 | 7,656 | 2,038 |
Store opening costs | 666 | 405 | 1,172 | 694 |
Trade name impairment charge | 125,450 | 0 | 125,450 | 0 |
Loss on debt extinguishment | 0 | 78 | 0 | 45,576 |
Segment Adjusted EBITDA | 255,107 | 179,466 | ||
Trade Names | ||||
Segment Reporting Information [Line Items] | ||||
Trade name impairment charge | 125,500 | |||
Segment Reconciling Items | ||||
Segment Reporting Information [Line Items] | ||||
Acquisition related costs | 3,338 | 389 | 7,656 | 2,038 |
Non-core items and project costs, net | 1,719 | 2,522 | 2,585 | 2,553 |
Store opening costs | 666 | 405 | 1,172 | 694 |
Straight-line rent adjustments | 4,217 | 3,358 | 8,310 | 5,843 |
Equity-based compensation expense | 4,233 | 1,028 | 6,851 | 2,011 |
Foreign currency transaction (gain) / loss, net | 13,937 | (5,229) | 14,908 | 5,282 |
Asset sale leaseback (gain) loss, impairment and closed store expenses | (5,938) | 3,478 | (6,062) | 2,692 |
Loss on debt extinguishment | 0 | 78 | 0 | 45,576 |
Segment Adjusted EBITDA | 136,087 | 101,243 | 255,107 | 179,466 |
Segment Reconciling Items | Trade Names | ||||
Segment Reporting Information [Line Items] | ||||
Trade name impairment charge | $ 125,450 | $ 0 | $ 125,450 | $ 0 |
Other Intangible Assets - Narra
Other Intangible Assets - Narrative (Details) - USD ($) $ in Thousands | 3 Months Ended | 6 Months Ended | ||
Jun. 25, 2022 | Jun. 26, 2021 | Jun. 25, 2022 | Jun. 26, 2021 | |
Indefinite-Lived Intangible Assets [Line Items] | ||||
Trade name impairment charge | $ 125,450 | $ 0 | $ 125,450 | $ 0 |
Intangible assets | 131,500 | 131,500 | ||
Trade Names | ||||
Indefinite-Lived Intangible Assets [Line Items] | ||||
Trade name impairment charge | 125,500 | |||
Intangible assets fair value | $ 6,000 | $ 6,000 |
Long-Term Debt - Schedule of Lo
Long-Term Debt - Schedule of Long-term Debt (Details) - USD ($) $ in Thousands | Jun. 25, 2022 | Dec. 25, 2021 |
Debt Instrument [Line Items] | ||
Total debt | $ 2,531,969 | $ 2,430,333 |
Less: unamortized debt issuance costs | (43,470) | (47,969) |
Less: current portion of long-term debt | (23,590) | (26,044) |
Total long-term debt, net | 2,464,909 | 2,356,320 |
Senior notes | Series 2018-1 Securitization Senior Notes, Class A-2 | ||
Debt Instrument [Line Items] | ||
Total debt | 263,313 | 264,688 |
Senior notes | Series 2019-1 Securitization Senior Notes, Class A-2 | ||
Debt Instrument [Line Items] | ||
Total debt | 289,500 | 291,000 |
Senior notes | Series 2019-2 Securitization Senior Notes, Class A-2 | ||
Debt Instrument [Line Items] | ||
Total debt | 267,437 | 268,813 |
Senior notes | Series 2019-3 Variable Funding Securitization Senior Notes, Class A-1 | ||
Debt Instrument [Line Items] | ||
Total debt | 0 | 0 |
Senior notes | Series 2020-1 Securitization Senior Notes, Class A-2 | ||
Debt Instrument [Line Items] | ||
Total debt | 171,500 | 172,375 |
Senior notes | Series 2020-2 Securitization Senior Notes, Class A-2 | ||
Debt Instrument [Line Items] | ||
Total debt | 443,250 | 445,500 |
Senior notes | Series 2021-1 Securitization Senior Notes, Class A-2 | ||
Debt Instrument [Line Items] | ||
Total debt | 446,625 | 448,875 |
Term Loan Facility | ||
Debt Instrument [Line Items] | ||
Total debt | 500,000 | 500,000 |
Revolving Credit Facility | Revolving Credit Facility | ||
Debt Instrument [Line Items] | ||
Total debt | 105,000 | 0 |
Other debt | ||
Debt Instrument [Line Items] | ||
Total debt | $ 45,344 | $ 39,082 |
Long-Term Debt - Narrative (Det
Long-Term Debt - Narrative (Details) - Revolving Credit Facility - USD ($) | 1 Months Ended | 6 Months Ended | |
May 31, 2021 | Jun. 25, 2022 | Dec. 31, 2019 | |
Driven Holdings Revolving Credit Facility | |||
Debt Instrument [Line Items] | |||
Aggregate principal amount | $ 300,000,000 | ||
Outstanding debt | $ 105,000,000 | ||
Outstanding letters of credit | 2,000,000 | ||
Repayment of debt | 0 | ||
Series 2019-3 Variable Funding Senior Notes, Class A-1 | |||
Debt Instrument [Line Items] | |||
Aggregate principal amount | $ 115,000,000 | ||
Outstanding debt | 0 | ||
Borrowings or repayments of debt | 0 | ||
Outstanding letters of credit | $ 18,000,000 | ||
Revolving Credit Facility | London Interbank Offered Rate (LIBOR) | Driven Holdings Revolving Credit Facility | |||
Debt Instrument [Line Items] | |||
Margin rate | 1.50% | ||
Revolving Credit Facility | London Interbank Offered Rate (LIBOR) | Driven Holdings Revolving Credit Facility | Maximum | |||
Debt Instrument [Line Items] | |||
Margin rate | 1.75% |
Leases - Supplemental Balance S
Leases - Supplemental Balance Sheet Information (Details) - USD ($) $ in Thousands | Jun. 25, 2022 | Dec. 25, 2021 |
Right-of-use assets | ||
Finance leases | $ 37,081 | $ 29,766 |
Operating leases | 1,031,731 | 995,625 |
Total right-of-use assets | 1,068,812 | 1,025,391 |
Current lease liabilities | ||
Finance leases | 3,768 | 3,101 |
Operating leases | 65,563 | 57,588 |
Total current lease liabilities | 69,331 | 60,689 |
Long-term lease liabilities | ||
Finance leases | 35,178 | 27,957 |
Operating leases | 969,598 | 931,604 |
Total long-term lease liabilities | $ 1,004,776 | $ 959,561 |
Finance Lease, Right-of-Use Asset, Statement of Financial Position [Extensible Enumeration] | Property and equipment, net | Property and equipment, net |
Finance Lease, Liability, Current, Statement of Financial Position [Extensible Enumeration] | Current portion of long term debt | Current portion of long term debt |
Operating Lease, Liability, Current, Statement of Financial Position [Extensible Enumeration] | Accrued expenses and other liabilities | Accrued expenses and other liabilities |
Finance Lease, Liability, Noncurrent, Statement of Financial Position [Extensible Enumeration] | Long-term debt | Long-term debt |
Leases - Schedule of Lease Cost
Leases - Schedule of Lease Cost and Supplemental Cash Flow Information (Details) - USD ($) $ in Thousands | 3 Months Ended | 6 Months Ended | ||
Jun. 25, 2022 | Jun. 26, 2021 | Jun. 25, 2022 | Jun. 26, 2021 | |
Finance lease expense: | ||||
Amortization of right-of-use assets | $ 1,658 | $ 365 | $ 2,392 | $ 717 |
Interest on lease liabilities | 484 | 220 | 861 | 436 |
Operating lease expense | 32,216 | 28,669 | 63,208 | 56,480 |
Short-term lease expense | 487 | 593 | 977 | 1,235 |
Variable lease expense | 433 | 226 | 786 | 487 |
Total lease expense | $ 35,278 | $ 30,073 | $ 68,224 | $ 59,355 |
Leases - Narrative (Details)
Leases - Narrative (Details) $ in Thousands | 3 Months Ended | 6 Months Ended | ||||||
Jun. 25, 2022 USD ($) | Jun. 26, 2021 USD ($) | Jun. 25, 2022 USD ($) | Jun. 26, 2021 USD ($) | Jun. 25, 2022 USD ($) | Jun. 25, 2022 car_wash_site | Jun. 25, 2022 maintenance_site | Dec. 25, 2021 USD ($) | |
Lessee, Lease, Description [Line Items] | ||||||||
Sublease revenue | $ 2,000 | $ 4,000 | $ 2,000 | $ 4,000 | ||||
Number cash wash properties sold | 10 | 6 | ||||||
Total consideration | $ 55,000 | |||||||
Net gain on sale | $ 7,000 | |||||||
Operating lease right-of-use assets | 1,031,731 | $ 995,625 | ||||||
March 2021 Operating Lease Agreements | ||||||||
Lessee, Lease, Description [Line Items] | ||||||||
Operating lease right-of-use assets | 47,000 | |||||||
Operating lease liability | $ 47,000 | |||||||
Minimum | March 2021 Operating Lease Agreements | ||||||||
Lessee, Lease, Description [Line Items] | ||||||||
Lease term | 15 years | 15 years | ||||||
Renewal term | 20 years | 20 years | ||||||
Maximum | March 2021 Operating Lease Agreements | ||||||||
Lessee, Lease, Description [Line Items] | ||||||||
Lease term | 20 years | 20 years | ||||||
Renewal term | 25 years | 25 years |
Leases - Cash Flows Related to
Leases - Cash Flows Related to Lease Arrangements (Details) - USD ($) $ in Thousands | 6 Months Ended | |
Jun. 25, 2022 | Jun. 26, 2021 | |
Cash paid for amounts included in the measurement of lease liabilities: | ||
Operating cash flows used in operating leases | $ 57,330 | $ 52,273 |
Operating cash flows used in finance leases | 785 | 436 |
Financing cash flows used in finance leases | 829 | 641 |
Right-of-use assets obtained in exchange for lease obligations: | ||
Operating leases | 68,251 | 54,235 |
Finance leases | $ 4,584 | $ 623 |
Equity-based Compensation (Deta
Equity-based Compensation (Details) $ in Millions | 3 Months Ended | 6 Months Ended | |
Jun. 25, 2022 USD ($) franchise_location shares | Mar. 26, 2022 | Jun. 25, 2022 USD ($) franchise_location shares | |
Restricted stock units | |||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||
Number of granted new awards (in shares) | shares | 14,670 | 254,474 | |
Grant-date fair value of PSUs granted | $ 7 | ||
Performance stock units | |||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||
Number of granted new awards (in shares) | shares | 29,390 | 475,738 | |
Number of vesting installments | franchise_location | 3 | 3 | |
Award vesting period | 3 years | ||
Expected term | 3 years | 3 years | |
Expected volatility rate | 43.90% | 40.90% | |
Risk-free interest rate | 59.50% | 50.70% | |
Performance stock units | Minimum | |||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||
Award vesting rights percentage | 0% | ||
Performance stock units | Maximum | |||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||
Award vesting rights percentage | 200% | ||
Restricted stock award, market-based PSUs | |||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||
Grant-date fair value of PSUs granted | $ 1 | $ 7 | |
Restricted stock award, performance based PSUs | |||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||
Grant-date fair value of PSUs granted | $ 1 | $ 8 |
Equity-based Compensation - Com
Equity-based Compensation - Company Recorded Share-Based Compensation Expense (Details) - USD ($) $ in Millions | 3 Months Ended | 6 Months Ended | ||
Jun. 25, 2022 | Jun. 26, 2021 | Jun. 25, 2022 | Jun. 26, 2021 | |
Share-Based Payment Arrangement [Abstract] | ||||
Compensation expense | $ 4 | $ 1 | $ 7 | $ 2 |
Earnings (loss) per share - Sch
Earnings (loss) per share - Schedule of Basic and Diluted Loss Per Share (Details) - USD ($) $ / shares in Units, shares in Thousands, $ in Thousands | 3 Months Ended | 6 Months Ended | ||
Jun. 25, 2022 | Jun. 26, 2021 | Jun. 25, 2022 | Jun. 26, 2021 | |
Basic earnings per share: | ||||
Net income (loss) attributable to Driven Brands Holdings Inc. | $ (57,044) | $ 35,204 | $ (22,601) | $ 15,265 |
Less: Net income attributable to participating securities, basic | (1,210) | 755 | (481) | 337 |
Net income after participating securities, basic | $ (55,834) | $ 34,449 | $ (22,120) | $ 14,928 |
Weighted-average common shares outstanding (in shares) | 162,781 | 162,626 | 162,772 | 158,727 |
Basic earnings (loss) per share (in dollars per share) | $ (0.34) | $ 0.21 | $ (0.14) | $ 0.09 |
Diluted earnings (loss) per share: | ||||
Less: Net income attributable to participating securities, diluted | $ (1,080) | $ 673 | $ (430) | $ 300 |
Net income after participating securities, diluted | $ (55,964) | $ 34,531 | $ (22,171) | $ 14,965 |
Dilutive effect of share-based awards (in shares) | 0 | 3,886 | 0 | 3,544 |
Weighted-average common shares outstanding, as adjusted (in shares) | 162,781 | 166,512 | 162,772 | 162,271 |
Diluted earnings (loss) per share (in dollars per share) | $ (0.34) | $ 0.21 | $ (0.14) | $ 0.09 |
Earnings (loss) per share - Nar
Earnings (loss) per share - Narrative (Details) - shares | 3 Months Ended | 6 Months Ended | ||
Jun. 25, 2022 | Jun. 26, 2021 | Jun. 25, 2022 | Jun. 26, 2021 | |
Antidilutive Securities Excluded from Computation of Earnings Per Share [Line Items] | ||||
Performance awards contingent on performance conditions which have not been met yet (in shares) | 4,739,895 | 4,739,895 | ||
Dilutive effect of share-based awards (in shares) | 0 | 3,886,000 | 0 | 3,544,000 |
Share-based awards | ||||
Antidilutive Securities Excluded from Computation of Earnings Per Share [Line Items] | ||||
Dilutive effect of share-based awards (in shares) | 3,878,231 | 3,919,991 |
Earnings (loss) per share - S_2
Earnings (loss) per share - Schedule of Antidilutive Shares (Details) - shares | 3 Months Ended | 6 Months Ended | ||
Jun. 25, 2022 | Jun. 26, 2021 | Jun. 25, 2022 | Jun. 26, 2021 | |
Antidilutive Securities Excluded from Computation of Earnings Per Share [Line Items] | ||||
Antidilutive securities (in shares) | 0 | 127,000 | 0 | 127,000 |
Restricted stock awards | ||||
Antidilutive Securities Excluded from Computation of Earnings Per Share [Line Items] | ||||
Antidilutive securities (in shares) | 0 | 0 | 0 | 0 |
Restricted stock units | ||||
Antidilutive Securities Excluded from Computation of Earnings Per Share [Line Items] | ||||
Antidilutive securities (in shares) | 0 | 0 | 0 | 0 |
Performance stock units | ||||
Antidilutive Securities Excluded from Computation of Earnings Per Share [Line Items] | ||||
Antidilutive securities (in shares) | 0 | 127,000 | 0 | 127,000 |
Income Taxes (Details)
Income Taxes (Details) - USD ($) $ in Thousands | 3 Months Ended | 6 Months Ended | ||
Jun. 25, 2022 | Jun. 26, 2021 | Jun. 25, 2022 | Jun. 26, 2021 | |
Income Tax Disclosure [Abstract] | ||||
Income tax expense (benefit) | $ (18,848) | $ 17,011 | $ (5,880) | $ 12,565 |
Effective income tax rate | 24.80% | 32.60% | 20.60% | 45.20% |
Subsequent Events (Details)
Subsequent Events (Details) $ in Millions | 1 Months Ended | |
Aug. 05, 2022 USD ($) car_wash_site glassSite | Jun. 25, 2022 USD ($) | |
Revolving Credit Facility | Driven Holdings Revolving Credit Facility | ||
Subsequent Event [Line Items] | ||
Outstanding debt | $ 105 | |
Subsequent Event | ||
Subsequent Event [Line Items] | ||
Number of businesses acquired | glassSite | 18 | |
Subsequent Event | Revolving Credit Facility | Driven Holdings Revolving Credit Facility | ||
Subsequent Event [Line Items] | ||
Outstanding debt | $ 149 | |
Jack Morris Auto Glass | Subsequent Event | ||
Subsequent Event [Line Items] | ||
Payments to Acquire Businesses, Gross | 54 | |
K & K Glass | Subsequent Event | ||
Subsequent Event [Line Items] | ||
Payments to Acquire Businesses, Gross | 40 | |
Speedy Shine Express Car Wash | Subsequent Event | ||
Subsequent Event [Line Items] | ||
Payments to Acquire Businesses, Gross | $ 34 | |
Number of businesses acquired | car_wash_site | 4 | |
Clearwater Car Wash | Subsequent Event | ||
Subsequent Event [Line Items] | ||
Payments to Acquire Businesses, Gross | $ 24 | |
Number of businesses acquired | car_wash_site | 4 |