drvn-20211027
FALSE000180474500018047452021-10-272021-10-27

UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
_________________________________
FORM 8-K
_________________________________

CURRENT REPORT
Pursuant to Section 13 or 15(d)
of the Securities Exchange Act of 1934
Date of report (Date of earliest event reported): October 27, 2021
Commission file number: 001-39898
_________________________________
Driven Brands Holdings Inc.
(Exact name of Registrant as specified in its charter)
_________________________________
Delaware
(State or other jurisdiction of incorporation or organization)
47-3595252
(I.R.S. Employer Identification No.)
440 South Church Street, Suite 700
Charlotte, North Carolina
(Address of principal executive offices)
28202
(Zip Code)
Registrant’s telephone number, including area code: (704) 377-8855
_________________________________

Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the Registrant under any of the following provisions (see General Instruction A.2. below):

Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)

Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)

Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))

Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))

Securities registered pursuant to Section 12(b) of the Act:
Title of each class
Common Stock, $0.01 par value
Trading Symbol
DRVN
Name of each exchange on which registered
The Nasdaq Global Select Market
Indicate by check mark whether the registrant is an emerging growth company as defined in Rule 405 of the Securities Act of 1933 (§230.405 of this chapter) or Rule 12b-2 of the Securities ct of 1934 (§ 240.12b-2 of this chapter).
Emerging growth company
If an emerging growth company, indicate by check mark if the registrant has elected not to use the extended transition period for complying with any new or revised financial accounting standards provided pursuant to Section 13(a) of the Exchange Act. o



Item 2.02 Results of Operations and Financial Condition.

On October 27, 2021, Driven Brands Holdings Inc. (the “Company”) issued a press release and related infographic, furnished as Exhibits 99.1 and 99.2, respectively, and incorporated herein by reference, announcing the Company’s financial results for the quarter ended September 25, 2021.

The information provided pursuant to Item 2.02, including the exhibits attached hereto, is being furnished and shall not be deemed to be “filed” for purposes of Section 18 of the Securities Exchange Act of 1934, as amended (the “Exchange Act”), or otherwise subject to the liabilities of that section, nor shall it be deemed to be incorporated by reference in any filing under the Securities Act of 1933, as amended, or the Exchange Act, except as shall be expressly set forth by specific reference in any such filing.


Item 9.01 Financial Statements and Exhibits.

(d) Exhibits

Exhibit No.DescriptionLocation
Furnished herewith
Furnished herewith
104Cover Page Interactive Data File - the cover page XBRL tags are embedded within the Inline XBRL document





SIGNATURES

Pursuant to the requirements of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized.

Date: October 27, 2021


DRIVEN BRANDS HOLDINGS INC.
By:/s/ Tiffany Mason
Name:Tiffany Mason
Title:Chief Financial Officer

Document
https://cdn.kscope.io/1089ffebead94efb26d5773f5a45aba7-drivenbrandslogo_positive.jpg
Driven Brands Holdings Inc. Reports Third Quarter Results
Delivers Strong Same-Store Sales Growth and Adds 53 Net New Stores
Reports Robust Operating Income and Earnings per Share Growth
Raises Fiscal Year 2021 Guidance

Charlotte, N.C. (October 27, 2021) - Driven Brands Holdings Inc. (NASDAQ: DRVN) (“Driven Brands” or “the Company”) today reported financial results for the third quarter ended September 25, 2021.

For the third quarter, revenue was $371.1 million, an increase of 39% versus the prior year. System-wide sales were $1.2 billion, an increase of 28% versus the prior year, with 4% net store growth and an increase in consolidated same-store sales of 12.8%.

Earnings per share was $0.19 for the third quarter, an increase of 375% versus the prior year.

Adjusted earnings per share2 was $0.26, an increase of 30% versus the prior year.

“This is our third quarter as a public company and we have consistently outperformed expectations,” said Jonathan Fitzpatrick, president and CEO. “Our employees and franchisees have shown tremendous flexibility and a relentless focus on operational excellence, and I am proud of our entire team.” Fitzpatrick added.

“We expect to end fiscal year 2021 strong, and with our scale, the significant whitespace in this fragmented and needs-based industry, and our robust cash generation, our business model remains well-positioned to maximize long-term value for all of our stakeholders.”

Third Quarter Highlights
Revenue increased 39% versus the prior year, driven by positive same-store sales growth and net store growth.
Consolidated same-store sales increased 12.8% for the quarter, and all segments posted positive same-store sales growth.
The Company added 53 net new stores during the quarter.
The Company recorded net income in the third quarter of $33.1 million, an increase of 712% versus the prior year.
Adjusted Net Income1 was $43.5 million, an increase of 96% versus the prior year.
Adjusted EBITDA3 was $98.0 million, an increase of 42% versus the prior year.

1



Third Quarter 2021 Key Performance Indicators by Segment
System-wide Sales (in millions)Store CountSame-Store Sales*Revenue
(in millions)
Segment Adjusted EBITDA4
(in millions)
Maintenance$333.8 1,50617.0 %$144.5 $47.9 
Car Wash122.0 1,0186.2 %123.6 38.0 
Paint, Collision & Glass620.3 1,64710.8 %50.6 22.0 
Platform Services120.3 20115.8 %42.1 16.3 
Corporate / OtherN/AN/AN/A10.3 
Total$1,196.4 4,37212.8 %$371.1 
*Car Wash same-store sales reflects performance for the full quarter. Total same-store sales includes Car Wash performance on a pro-rata basis beginning in August.

Capital and Liquidity
The Company ended the third quarter with total liquidity of $268.3 million, which included $115.5 million in cash, cash equivalents and restricted cash, and $152.8 million of undrawn capacity on its variable funding securitization senior notes and revolving credit facility.
Subsequent to quarter end, the Company closed on a $450 million whole business securitization issuance. The proceeds from the issuance were used to repay the outstanding balance on the revolving credit facility and the remainder will be used for general corporate purposes, including future acquisitions.
Guidance
The Company has raised its guidance for fiscal year 2021 to account for the strong operating performance in the third quarter. The following guidance reflects the Company’s current expectations for the fiscal year ending December 25, 2021:
Revenue of approximately $1.4 billion
Adjusted EBITDA3 of approximately $350 million
Adjusted Earnings per Share2 of approximately $0.84
Approximately 15% same-store sales growth, with positive same-store sales across all segments
Net store growth of approximately 200, driven by franchise and company-operated store growth as well as tuck-in acquisitions completed through the third quarter.








2


Conference Call
Driven Brands will host a conference call to discuss third quarter 2021 results today, Wednesday, October 27, 2021 at 9:00am ET. The call will be available by webcast and can be accessed by visiting Driven Brands’ Investor Relations website at investors.drivenbrands.com. A replay of the call will be available until February 15, 2022.

About Driven Brands
Driven Brands™, headquartered in Charlotte, NC, is the largest automotive services company in North America, providing a range of consumer and commercial automotive needs, including paint, collision, glass, vehicle repair, oil change, maintenance and car wash. Driven Brands is the parent company of some of North America’s leading automotive service businesses including Take 5 Oil Change®, Meineke Car Care Centers®, Maaco®, 1-800-Radiator & A/C®, and CARSTAR®. Driven Brands has more than 4,300 locations across 15 countries, and services over 50 million vehicles annually. Driven Brands’ network generates more than $1 billion in revenue from more than $4 billion in system-wide sales.


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



3


Disclosure Regarding Forward-Looking Statements

This press release contains forward-looking statements within the meaning of the Private Securities Litigation Reform Act of 1995. These forward-looking statements are generally identified by the use of forward-looking terminology, including the terms “anticipate,” “believe,” “continue,” “could,” “estimate,” “expect,” “intend,” “likely,” “may,” “plan,” “possible,” “potential,” “predict,” “project,” “should,” “target,” “will,” “would” and, in each case, their negative or other various or comparable terminology. All statements other than statements of historical facts contained in this press release, including statements regarding our strategy, future operations, future financial position, future revenue, projected costs, prospects, plans, objectives of management, and expected market growth are forward-looking statements. In particular, forward-looking statements include, among other things, statements relating to: (i) our strategy, outlook and growth prospects; (ii) our operational and financial targets and dividend policy; (iii) general economic trends and trends in the industry and markets; and (iv) the competitive environment in which we operate. Forward-looking statements are not based on historical facts but instead represent our current expectations and assumptions regarding our business, the economy and other future conditions, and involve known and unknown risks, uncertainties and other important factors that may cause our actual results, performance, or achievements to be materially different from any future results, performance, or achievements expressed or implied by the forward-looking statements. It is not possible to predict or identify all such risks. These risks include, but are not limited to, the risk factors that are described under the section titled “Risk Factors” in our Annual Report on Form 10-K for the fiscal year ended December 26, 2020, as supplemented by the “Risk Factors” section in our Quarterly Report on Form 10-Q for the quarter ended June 26, 2021, and in our other filings with the Securities and Exchange Commission, which are available on its website at www.sec.gov. Given these uncertainties, you should not place undue reliance on these forward-looking statements.

Forward-looking statements represent our estimates and assumptions only as of the date on which they are made, and we undertake no obligation to update or review publicly any forward-looking statements, whether as a result of new information, future events or otherwise, except as required by law.

Disclosure Regarding Non-GAAP Financial Measures

In addition to the financial measures presented in this release in accordance with U.S. Generally Accepted Accounting Principles (“GAAP”), the Company has included certain non-GAAP financial measures in this release, including Adjusted Net Income1, Adjusted Earnings Per Share2, and Adjusted EBITDA3. Management believes these non-GAAP financial measures are useful because they enable management, investors, and others to assess the operating performance of the Company and its segments. Please refer to the Reconciliation of Non-GAAP Financial Information tables located in the financial supplement in this release.
4


This release includes forward-looking guidance for certain non-GAAP financial measures, including Adjusted Earnings Per Share2 and Adjusted EBITDA3. These measures will differ from net income, determined in accordance with GAAP, in ways similar to those described in the reconciliations at the end of this release. We do not provide guidance for net income, determined in accordance with GAAP, or a reconciliation of guidance for Adjusted EBITDA3 to the most directly comparable GAAP measure because the Company is not able to predict with reasonable certainty the amount or nature of all items that will be included in net income.

___________
1 “Adjusted Net Income” is calculated by eliminating from net income the adjustments described for Adjusted EBITDA, amortization related to acquired intangible assets and the tax effect of the adjustments. Please refer to Non-GAAP reconciliation tables located in the financial supplement in this release.
2 “Adjusted Earnings Per Share” represents Adjusted Net Income divided by weighted average shares (basic and diluted). Please refer to Non-GAAP reconciliation tables located in the financial supplement in this release.
3 “Adjusted EBITDA” represents earnings before interest expense, income tax expense, and depreciation and amortization, with further adjustments for acquisition-related costs, straight-line rent, equity compensation, loss on debt extinguishment and certain non-recurring, non-core, infrequent or unusual charges. Please refer to Non-GAAP reconciliation tables located in the financial supplement in this release.
4 “Segment Adjusted EBITDA” is defined as Adjusted EBITDA with a further adjustment for store opening costs. Corporate & Other costs are not allocated across segments. Segment Adjusted EBITDA is a supplemental measure of operating performance of our segments and may not be comparable to similar measures reported by other companies. Please refer to reconciliation to Adjusted EBITDA located in the financial supplement in this release.
5


DRIVEN BRANDS HOLDINGS INC. AND SUBSIDIARIES
CONSOLIDATED STATEMENTS OF OPERATIONS (UNAUDITED)
Three months endedNine months ended
(in thousands, except per share amounts)September 25, 2021September 26, 2020September 25, 2021September 26, 2020
Revenue:
Franchise royalties and fees$38,953 $36,520 $107,240 $94,214 
Company-operated store sales213,755 140,788 603,808 323,339 
Independently-operated store sales47,941 30,595 160,483 30,595 
Advertising contributions19,762 14,927 56,665 42,429 
Supply and other revenue50,737 44,932 147,199 125,115 
Total revenue371,148 267,762 1,075,395 615,692 
Operating expenses:
Company-operated store expenses130,520 85,668 367,095 202,333 
Independently-operated store expenses27,764 17,995 89,664 17,995 
Advertising expenses19,762 14,927 56,665 42,429 
Supply and other expenses28,330 25,813 80,417 70,167 
Selling, general and administrative expenses71,565 56,586 218,549 153,107 
Acquisition costs636 12,076 2,674 13,287 
Store opening costs666 119 1,360 1,921 
Depreciation and amortization28,447 16,221 78,722 32,656 
Asset impairment charges and lease terminations(270)321 3,161 6,732 
Total operating expenses307,420 229,726 898,307 540,627 
Operating income63,728 38,036 177,088 75,065 
Other expenses, net:
Interest expense, net17,688 29,594 52,390 64,973 
(Gain) loss on foreign currency transactions, net1,074 (2,230)6,356 55 
Loss on debt extinguishment— 673 45,576 673 
Total other expenses, net18,762 28,037 104,322 65,701 
Net income before taxes44,966 9,999 72,766 9,364 
Income tax expense11,880 5,888 24,445 6,109 
Net income$33,086 $4,111 $48,321 $3,255 
Net income (loss) attributable to non-controlling interests$(38)$32 $(68)$(34)
Net income attributable to Driven Brands Holdings Inc.$33,124 $4,079 $48,389 $3,289 
Earnings per share(1):
Basic$0.20 $0.04 $0.30 $0.03 
Diluted$0.19 $0.04 $0.29 $0.03 
Weighted average shares outstanding(1):
Basic162,635 111,950 160,030 96,643 
Diluted166,630 111,950 163,968 96,643 
(1) Share and per share amounts for the three and nine months ended September 26, 2020 have been adjusted to reflect an implied 88,990-for-one stock split that became effective on January 14, 2021.
6


DRIVEN BRANDS HOLDINGS INC. AND SUBSIDIARIES
CONSOLIDATED BALANCE SHEETS (UNAUDITED)
(in thousands)September 25, 2021December 26, 2020
Assets
Current assets:
Cash and cash equivalents$115,365 $172,611 
Restricted cash 135 15,827 
Accounts and notes receivable, net110,907 84,805 
Inventory44,259 43,039 
Prepaid and other assets26,022 25,070 
Income tax receivable2,619 3,055 
Advertising fund assets, restricted39,698 29,276 
Total current assets339,005 373,683 
Notes receivable, net2,748 3,828 
Property and equipment, net1,121,204 827,392 
Operating lease right-of-use assets905,527 884,927 
Deferred commissions9,878 8,661 
Intangibles, net817,665 829,308 
Goodwill1,810,085 1,727,351 
Total assets$5,006,112 $4,655,150 
Liabilities and shareholders' equity
Current liabilities:
Accounts payable$72,458 $67,802 
Accrued expenses and other liabilities217,589 190,867 
Income taxes payable2,791 3,513 
Current portion of long-term debt18,342 22,988 
Advertising fund liabilities25,457 20,276 
Total current liabilities336,637 305,446 
Long-term debt, net1,677,337 2,102,219 
Deferred tax liability261,906 249,043 
Operating lease liabilities843,925 818,001 
Income tax receivable liability155,970 — 
Deferred revenue24,770 20,757 
Accrued expenses and other long-term liabilities30,070 53,324 
Total liabilities3,330,615 3,548,790 
Common stock1,674 565 
Additional paid-in capital1,604,342 1,055,172 
Retained earnings 80,364 31,975 
Accumulated other comprehensive income (loss)(12,047)16,528 
Total shareholders' equity attributable to Driven Brands Holdings Inc.1,674,333 1,104,240 
Non-controlling interests1,164 2,120 
Total shareholders' equity1,675,497 1,106,360 
Total liabilities and shareholders' equity$5,006,112 $4,655,150 
7


DRIVEN BRANDS HOLDINGS INC. AND SUBSIDIARIES
CONSOLIDATED STATEMENTS OF CASH FLOWS (UNAUDITED)
Nine months ended
(in thousands)September 25, 2021September 26, 2020
Net income$48,321 $3,255 
Adjustments to reconcile net income to net cash provided by operating activities:
Depreciation and amortization78,722 32,656 
Non-cash lease cost56,563 26,254 
Gain on foreign denominated transactions9,301 55 
Loss on derivatives not designed as hedges(2,945)— 
Bad debt expense2,535 4,829 
Asset impairment costs3,161 6,732 
Amortization of deferred financing costs and bond discounts5,139 7,176 
Benefit (provision) for deferred income taxes15,898 (4,524)
Loss on extinguishment of debt45,576 — 
Other, net4,257 2,239 
Changes in assets and liabilities, net of acquisitions:
Accounts and notes receivable, net(28,787)(12,349)
Inventory(3,279)(1,328)
Prepaid and other assets(18,414)1,755 
Advertising fund assets and liabilities, restricted5,818 (554)
Deferred commissions(1,205)(1,810)
Deferred revenue3,983 3,438 
Accounts payable(2,405)10,311 
Accrued expenses and other liabilities23,397 8,926 
Income tax receivable(320)7,551 
Operating lease liabilities(47,821)(28,157)
Cash provided by operating activities197,495 66,455 
Cash flows from investing activities:
Capital expenditures(91,294)(35,124)
Cash used in business acquisitions, net of cash acquired(444,121)8,575 
Proceeds from sale-leaseback transactions66,391 — 
Proceeds from sale of At-Pac business1,532 — 
Proceeds from disposal of property and equipment5,471 — 
Cash used in investing activities(462,021)(26,549)
8


Cash flows from financing activities:
Payment of contingent consideration related to acquisitions— (2,783)
Payment of debt extinguishment and issuance costs(2,153)(12,639)
Proceeds from the issuance of long-term debt— 175,000 
Repayment of long-term debt(716,542)(11,619)
Proceeds from revolving lines of credit and short-term debt441,800 152,101 
Repayments of revolving lines of credit and short-term debt(212,800)(191,600)
Repayment of principal portion of finance lease liability(1,760)(731)
Proceeds from failed sale-leaseback transactions— 3,432 
Proceeds from initial public offering, net of underwriting discounts661,500 — 
Net proceeds from underwriters' exercise of over-allotment option99,225 — 
Repurchases of common stock(43,040)— 
Payment for termination of interest rate swaps(21,826)— 
Stock option exercises339 — 
Other, net102 — 
Cash provided by financing activities204,845 111,161 
Effect of exchange rate changes on cash(2,285)468 
Net change in cash, cash equivalents, restricted cash, and cash included in advertising fund assets, restricted(61,966)151,535 
Cash and cash equivalents, beginning of period172,611 34,935 
Cash included in advertising fund assets, restricted, beginning of period19,369 23,091 
Restricted cash, beginning of period15,827 — 
Cash, cash equivalents, restricted cash, and cash included in advertising fund assets, restricted, beginning of period207,807 58,026 
Cash and cash equivalents, end of period115,365 184,356 
Cash included in advertising fund assets, restricted, end of period30,341 25,205 
Restricted cash, end of period135 — 
Cash, cash equivalents, restricted cash, and cash included in advertising fund assets, restricted, end of period$145,841 $209,561 
9


DRIVEN BRANDS HOLDINGS INC. AND SUBSIDIARIES
RECONCILIATION OF NON-GAAP FINANCIAL INFORMATION (UNAUDITED)
Adjusted Net Income and Adjusted Earnings Per Share
Three months endedNine months ended
(in thousands, except per share amounts)September 25, 2021September 26, 2020September 25, 2021September 26, 2020
Net income$33,086 $4,111 $48,321 $3,255 
Acquisition related costs(a)
636 12,076 2,674 13,287 
Non-core items and project costs, net(b)
1,357 (2,690)3,910 (926)
Sponsor management fees(c)
— 4,278 — 5,357 
Straight-line rent adjustment(d)
2,548 485 8,391 3,124 
Equity-based compensation expense(e)
933 (182)2,944 508 
Foreign currency transaction (gain) loss, net(f)
1,074 (2,230)6,356 55 
Bad debt expense(g)
— — — 2,842 
Asset impairment and closed store expenses(h)
313 741 3,005 7,621 
Loss on debt extinguishment(i)
— 673 45,576 673 
Amortization related to acquired intangible assets(j)
4,665 4,043 13,875 11,693 
Provision for uncertain tax positions(k)
(251)2,810 (251)2,810 
Adjusted net income before tax impact of adjustments44,361 24,115 134,801 50,299 
Tax impact of adjustments(l)
(886)(1,839)(18,968)(8,461)
Adjusted net income43,475 22,276 115,833 41,838 
Net (loss) income attributable to non-controlling interest(38)32 (68)(34)
Adjusted net income attributable to Driven Brands Holdings Inc.$43,513 $22,244 $115,901 $41,872 
Adjusted earnings per share(m)
     Basic(2)
$0.26 $0.20 $0.71 $0.43 
     Diluted(2)
$0.26 $0.20 $0.69 $0.43 
Weighted average shares outstanding(m)
     Basic162,635 111,950 160,030 96,643 
     Diluted166,630 111,950 163,968 96,643 
(1) Share and per share amounts have been adjusted to reflect an implied 88,990-for-one stock split that became effective on January 14, 2021.
(2) Adjusted earnings per share for the three and nine months ended September 25, 2021 is calculated under the two-class method. Under the two-class method, adjusted earnings per share is calculated using adjusted net income attributable to common shares, which is derived by reducing adjusted net income by the amount attributable to participating securities. Adjusted net income attributable to participating securities used in the basic earnings per share calculation was $0.9 million and $2.5 million for the three and nine months ended September 25, 2021, respectively, and adjusted net income attributable to participating securities used in the diluted earnings per share calculation was $0.8 million and $2.3 million for the three and nine months ended September 25, 2021, respectively.
10


DRIVEN BRANDS HOLDINGS INC. AND SUBSIDIARIES
RECONCILIATION OF NON-GAAP FINANCIAL INFORMATION (UNAUDITED)
Net Income to Adjusted EBITDA Reconciliation
Three months endedNine months ended
(in thousands)September 25, 2021September 26, 2020September 25, 2021September 26, 2020
Net income33,086 $4,111 $48,321 $3,255 
Income tax expense11,880 5,888 24,445 6,109 
Interest expense, net17,688 29,594 52,390 64,973 
Depreciation and amortization28,447 16,221 78,722 32,656 
EBITDA91,101 55,814 203,878 106,993 
Acquisition related costs(a)
636 12,076 2,674 13,287 
Non-core items and project costs, net(b)
1,357 (2,690)3,910 (926)
Sponsor management fees(c)
— 4,278 — 5,357 
Straight-line rent adjustment(d)
2,548 485 8,391 3,124 
Equity-based compensation expense(e)
933 (182)2,944 508 
Foreign currency transaction (gain)/loss, net(f)
1,074 (2,230)6,356 55 
Bad debt expense(g)
— — — 2,842 
Asset impairment and closed store expenses(h)
313 741 3,005 7,621 
Loss on debt extinguishment(i)
— 673 45,576 673 
Adjusted EBITDA$97,962 $68,965 $276,734 $139,534 
a.Consists of acquisition costs as reflected within the consolidated statement of operations, including legal, consulting and other fees and expenses incurred in connection with acquisitions completed during the applicable period, as well as inventory rationalization expenses incurred in connection with acquisitions. We expect to incur similar costs in connection with other acquisitions in the future and, under U.S. GAAP, such costs relating to acquisitions are expensed as incurred and not capitalized.
b.Consists of discrete items and project costs, including (i) third-party consulting and professional fees associated with strategic transformation initiatives, (ii) wage subsidies received directly attributable to the COVID-19 pandemic and (iii) other miscellaneous expenses, including non-capitalizable expenses relating to the Company’s initial public offering and other strategic transactions.
c.Includes management fees paid to Roark Capital Management, LLC.
d.Consists of the non-cash portion of rent expense, which reflects the extent to which our straight-line rent expense recognized under U.S. GAAP exceeds or is less than our cash rent payments.
e.Represents non-cash equity-based compensation expense.
f.Represents foreign currency transaction gains/losses, net that primarily related to the remeasurement of our intercompany loans. For the nine months ended September 25, 2021, these losses are offset by unrealized gains on remeasurement of cross currency swaps.
g.Represents bad debt expense related to uncollectible receivables outside of normal operations.
h.Relates to the impairment of certain fixed assets and operating lease right-of-use assets related to closed locations. Also represents lease exit costs and other costs associated with stores that were closed prior to their respective lease termination dates.
i.Represents the write-off of debt issuance costs associated with early termination of debt.
j.Consists of amortization related to acquired intangible assets as reflected within depreciation and amortization in the consolidated statements of operations.
k.Represents uncertain tax positions recorded for Canadian tax positions, inclusive of interest and penalties.
l.Represents the tax impact of adjustments associated with the reconciling items between net income and Adjusted Net Income, excluding the provision for uncertain tax positions and valuation allowance for certain deferred tax assets. To determine the tax impact of the deductible reconciling items, we utilized statutory income tax rates ranging from 9% to 38%, depending upon the tax attributes of each adjustment and the applicable jurisdiction.
m.Share and per share amounts have been adjusted to reflect an implied 88,990-for-one stock split that became effective on January 14, 2021.
11


DRIVEN BRANDS HOLDINGS INC. AND SUBSIDIARIES
ADJUSTED EBITDA AND SEGMENT ADJUSTED EBITDA RECONCILIATION (UNAUDITED)
Three months endedNine months ended
(in thousands)September 25, 2021September 26, 2020September 25, 2021September 26, 2020
Segment Adjusted EBITDA:
Maintenance$47,894 $34,774 $132,895 $82,579 
Car Wash37,999 17,739 115,223 17,739 
Paint, Collision & Glass22,039 23,231 61,534 50,119 
Platform Services16,254 13,306 44,864 36,740 
Corporate and other(25,558)(19,966)(76,422)(45,722)
Store opening costs(666)(119)(1,360)(1,921)
     Adjusted EBITDA$97,962 $68,965 $276,734 $139,534 


12


DRIVEN BRANDS HOLDINGS INC. AND SUBSIDIARIES
ADDITIONAL INFORMATION ON KEY PERFORMANCE INDICATORS (UNAUDITED)
Three months ended September 25, 2021
(in thousands)MaintenanceCar WashPaint,
Collision &
Glass
Platform
Services
Total
System-wide Store sales
Franchise stores$208,218 $— 607,579 $118,825 $934,622 
Company-operated stores125,561 74,105 12,723 1,465 213,854 
Independently Operated Stores— 47,941 — — 47,941 
Total System-wide Sales$333,779 $122,046 $620,302 $120,290 $1,196,417 
Store Count (in whole numbers)
Franchise stores992 — 1,617 2002,809 
Company-operated stores514 286 30 1831 
Independently Operated Stores— 732 — — 732 
Total Store Count1,506 1,018 1,647 201 4,372 
Three months ended September 26, 2020
(in thousands)MaintenanceCar WashPaint,
Collision &
Glass
Platform
Services
Total
System-wide Store sales
Franchise stores$166,302 $— $496,812 $102,171 $765,285 
Company-operated stores101,023 28,586 $9,556 $1,686 140,851 
Independently Operated Stores— 30,595 — — 30,595 
Total System-wide Sales$267,325 $59,181 $506,368 $103,857 $936,731 
Store Count (in whole numbers)
Franchise stores896— 16451982,739 
Company-operated stores475199311706 
Independently Operated Stores— 740— — 740 
Total Store Count1,371 939 1,676 199 4,185 
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