Driven Brands Holdings Inc. Reports Fourth Quarter and Fiscal Year 2024 Results

February 25, 2025 at 07:17 AM EST

--Fiscal 2024 Revenue increased 2% powered by 1% same store sales growth and 4% net store growth--

--16th consecutive quarter of same store sales growth--

--Take 5 Oil Change delivers full year revenue growth of 16% and same store sales growth of 7%--

--Announces definitive agreement to sell U.S. car wash business--

--Announces CEO transition--

--Issues fiscal year 2025 outlook excluding U.S. car wash--

Driven Brands Holdings Inc. (NASDAQ: DRVN) (“Driven Brands” or the “Company”) today reported financial results for the fourth quarter and fiscal year ending December 28, 2024.

For fiscal year 2024, Driven Brands delivered revenue of $2.3 billion, an increase of 2% versus the prior year. System-wide sales increased 4% to $6.5 billion, driven by a 1% increase in same-store sales and 4% increase in store count.

Net loss for fiscal 2024 was $292 million or $1.82 loss per diluted share versus a net loss of $745 million or $4.53 loss per diluted share in the prior year. Adjusted Net Income¹ was $186 million or $1.14 per diluted share versus $142 million or $0.85 per diluted share in the prior year. Adjusted EBITDA¹ was $553 million, up 7% versus the prior year.

“Fiscal year 2024 was a year of growth and strong execution for Driven Brands, led by our flagship brand Take 5 Oil Change. We are proud of the results, as we delivered Adjusted EBITDA and same store sales in line with our full-year outlook, while also achieving our full-year leverage target. These results are directly attributable to more than 10,000 Driven Brands team members and franchisees who consistently deliver an exceptional customer experience,” said Jonathan Fitzpatrick, President and Chief Executive Officer.

“Looking ahead to 2025 our focus is clear: delivering on our outlook, reducing debt and active portfolio management,” Fitzpatrick concluded.

Sale of U.S. Car Wash Business

In a separate release today, Driven Brands announced that it has entered into a definitive agreement to sell its U.S. car wash business to Express Wash Operations, LLC dba Whistle Express Car Wash.

Fourth Quarter 2024 Highlights

For the fourth quarter, Driven Brands delivered revenue of $564 million, up 2% versus the prior year. System-wide sales were $1.6 billion, up 5% versus the prior year primarily driven by 3% same store sales growth and 191 net new units.

Net loss for the fourth quarter was $312 million or $1.94 loss per diluted share versus a net loss of $13 million or $0.08 loss per diluted share in the prior year. Adjusted Net Income¹ was $48 million or $0.30 per diluted share versus $28 million or $0.17 per diluted share in the prior year. Adjusted EBITDA¹ was $131 million, up 5% versus the prior year.

Fiscal Year 2024 Key Performance Indicators by Segment

	System-wide Sales (in millions)		Store Count	Same-Store Sales²		Revenue (in millions)		Adjusted EBITDA (in millions)
Maintenance	$	2,104.0	1,960	4.5	%	$	1,104.1	$	385.9
Car Wash		580.6	1,102	(0.9	)%		587.2		117.1
Paint, Collision & Glass		3,450.7	1,912	0.8	%		424.6		133.5
Platform Services		374.2	205	N/A			207.5		83.9
Corporate / Other		N/A	N/A	N/A			16.1		(167.7	)
Total	$	6,509.3	5,179	1.3	%	$	2,339.6		552.7

Fourth Quarter 2024 Key Performance Indicators by Segment

	System-wide Sales (in millions)		Store Count	Same-Store Sales²		Revenue (in millions)			Adjusted EBITDA (in millions)
Maintenance	$	532.9	1,960	6.0	%	$	286.3		$	98.3
Car Wash		141.4	1,102	7.9	%		143.4			28.7
Paint, Collision & Glass		849.2	1,912	1.0	%		97.3			33.0
Platform Services		72.2	205	N/A			40.2			16.3
Corporate / Other		N/A	N/A	N/A			(3.1	)		(45.6	)
Total	$	1,595.6	5,179	2.9	%		564.1			130.7

Capital and Liquidity

The Company ended the fourth quarter with total liquidity of $648.7 million consisting of $170.0 million in cash and cash equivalents and $478.7 million of undrawn capacity on its variable funding securitization senior notes and revolving credit facility. This did not include the additional $135.0 million Series 2022 Class A-1 Notes that expand the Company’s variable funding note borrowing capacity if the Company elects to exercise them, assuming certain conditions continue to be met.

Fiscal Year 2025 Outlook

The following guidance reflects the Company’s expectations for fiscal year 2025 ending December 27, 2025.

	2024 Results	2025 Outlook excluding U.S. car wash business
Revenue	$2.34 billion	~$2.05 - $2.15 billion
Adjusted EBITDA¹	$552.7 million	~$520 - $550 million
Adjusted EPS¹	$1.14	~$1.15 - $1.25

The Company also expects:

Same-store sales growth of 1% - 3%
Net store growth of approximately 175 - 200

Note: 2025 Outlook excludes the impact of any potential M&A and divestitures other than the sale of the U.S. car wash business.

Chief Executive Officer Transition

In a separate release today, the Company announced that the Board has appointed Daniel Rivera as the Company’s President and Chief Executive Officer (“CEO”) effective as of May 9, 2025. The Board has also appointed Mr. Rivera to serve on the Board following his appointment as President and CEO. Mr. Fitzpatrick will remain on the Board and has been appointed as Non-Executive Chair as of May 9, 2025, and has also agreed to serve as a Special Advisor to Mr. Rivera for the remainder of 2025 to ensure a smooth transition. Neal Aronson, the current Chairman of the Board, will continue to serve as a director.

Re-segmentation

In the first quarter of 2025, the Company changed its operating segments, which will result in a change to its reportable segments. As a result, and as it will report in its first quarter 2025 Quarterly Report on Form 10-Q filing, the Company will have the following reportable segments: Take 5, Franchise Brands, International Car Wash, and Corporate and Other.

The Take 5 segment will be comprised primarily of both our company and franchise-operated Take 5 Oil Change business.

The Franchise Brands segment will be comprised of the Company’s portfolio of franchised brands, which include CARSTAR, Meineke, Maaco, 1-800 Radiator, along with other smaller brands. The Franchise Brands segment will be over 99% franchised.

The International Car Wash segment will be comprised of our remaining car wash business based outside of North America.

The Corporate and Other segment will be comprised of our U.S. glass businesses, including the retail, commercial, and insurance components of this business, and the Company’s Third Party Administrator services, along with certain corporate shared services costs.

In mid-March, the Company plans to issue a recast of fiscal 2024 quarters to assist in the analysis of fiscal 2025 results on its Investor Relations website.

¹Adjusted EBITDA, Adjusted Net Income and Adjusted EPS are non-GAAP financial measures. See “Reconciliation of Non-GAAP Financial Measures” for additional information on non-GAAP financial measures and a reconciliation to the most comparable GAAP measures. Forward-looking estimates of Adjusted EBITDA and Adjusted EPS are made in a manner consistent with the relevant definitions and assumptions noted herein.

² The Company does not provide same store sales results for the Platform Services segment because it only applied to the 1-800-Radiator brand which is not a representative indicator of the segment’s performance. 1-800-Radiator’s same store sales performance is included in the Company’s overall same store sales results.

Conference Call

Driven Brands will host a conference call to discuss fourth quarter and fiscal year 2024 results today, Tuesday, February 25, at 8:30 a.m. 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 for at least three months.

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 services, including paint, collision, glass, vehicle repair, oil change, maintenance and car wash. Driven Brands is the parent company of some of North America’s leading automotive service businesses including Take 5 Oil Change^®, Take 5 Car Wash^®, Meineke Car Care Centers^®, Maaco^®, 1-800-Radiator & A/C^®, Auto Glass Now^®, and CARSTAR^®. Driven Brands has approximately 5,200 locations across 13 countries, and services approximately 70 million vehicles annually. Driven Brands’ network generates approximately $2.3 billion in annual revenue from approximately $6.5 billion in system-wide sales.

Disclosure Regarding Forward-Looking Statements

This press release contains forward-looking statements within the meaning of the Private Securities Litigation Reform Act of 1995. These forward-looking statements are generally identified by the use of forward-looking terminology, including the terms “anticipate,” “believe,” “continue,” “could,” “estimate,” “expect,” “intend,” “likely,” “may,” “plan,” “possible,” “potential,” “predict,” “project,” “should,” “target,” “will,” “would” and, in each case, their negative or other various or comparable terminology. All statements other than statements of historical facts contained in this Press Release, including statements regarding our strategy, future operations, future financial position, future revenue, projected costs, prospects, trends, plans, objectives of management, impact of accounting standards and outlook, impairments, and expected market growth are forward-looking statements. In particular, forward-looking statements include, among other things, statements relating to: (i) the completion of the sale of our U.S. Car Wash business, including the purchaser’s ability to obtain the required financing; (ii) our ability to realize the value of the note received in connection with the sale of the U.S. Car Wash business; (iii) potential post-closing obligations and liabilities we may have following the sale of our U.S. Car Wash business; (iv) our strategy, outlook and growth prospects; (v) our operational and financial targets and dividend policy; (vi) general economic trends and trends in the industry and markets; (vii) the risks and costs associated with the integration of, and our ability to integrate, our stores and business units successfully; (viii) the proper application of generally accepted accounting principles, which are highly complex and involve many subjective assumptions, estimates, and judgments and (ix) 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 30, 2023 as well as 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.

DRIVEN BRANDS HOLDINGS INC. AND SUBSIDIARIES CONSOLIDATED STATEMENTS OF OPERATIONS (UNAUDITED)

	Three Months Ended						Year Ended
(in thousands, except per share amounts)	December 28, 2024			December 30, 2023			December 28, 2024			December 30, 2023
Net Revenue:
Franchise royalties and fees	$	44,085		$	49,685		$	188,634		$	190,367
Company-operated store sales		387,663			366,668			1,544,932			1,526,353
Independently-operated store sales		49,110			38,748			212,396			196,395
Advertising contributions		25,512			25,303			101,316			98,850
Supply and other revenue		57,747			73,273			292,310			292,064
Total net revenue		564,117			553,677			2,339,588			2,304,029
Operating Expenses:
Company-operated store expenses		254,790			241,741			993,090			1,004,472
Independently-operated store expenses		30,632			21,983			121,325			109,078
Advertising expenses		25,813			23,743			101,617			97,290
Supply and other expenses		27,098			40,248			139,658			158,436
Selling, general, and administrative expenses		162,346			118,924			554,775			462,117
Depreciation and amortization		48,893			46,040			180,112			175,296
Goodwill impairment		—			—			—			850,970
Asset impairment charges and lease terminations		333,308			15,453			389,242			132,903
Total operating expenses		882,880			508,132			2,479,819			2,990,562
Operating (loss) income		(318,763	)		45,545			(140,231	)		(686,533	)
Other expenses, net:
Interest expense, net		37,719			43,892			156,964			164,196
Foreign currency transaction loss (gain), net		14,472			(3,081	)		20,239			(3,078	)
Loss on debt extinguishment		—			—			205			—
Other expense, net		52,191			40,811			177,408			161,118
(Loss) income before taxes		(370,954	)		4,734			(317,639	)		(847,651	)
Income tax (benefit) expense		(58,985	)		17,883			(25,143	)		(102,689	)
Net loss		(311,969	)		(13,149	)		(292,496	)		(744,962	)

Loss per share:
Basic	$	(1.91	)	$	(0.08	)	$	(1.79	)	$	(4.50	)
Diluted	$	(1.94	)	$	(0.08	)	$	(1.82	)	$	(4.53	)
Weighted average shares outstanding
Basic		160,424			159,573			160,319			161,917
Diluted		160,424			159,573			160,319			161,917

DRIVEN BRANDS HOLDINGS INC. AND SUBSIDIARIES CONSOLIDATED BALANCE SHEETS (UNAUDITED)

(in thousands, except share and per share amounts)	December 28, 2024			December 30, 2023
Assets
Current assets:
Cash and cash equivalents	$	169,954		$	176,522
Restricted cash		358			657
Accounts and notes receivable, net		179,609			151,259
Inventory		67,527			83,171
Prepaid and other assets		42,271			46,714
Income tax receivable		13,706			15,928
Assets held for sale		134,297			301,229
Advertising fund assets, restricted		49,716			45,627
Total current assets		657,438			821,107
Other assets		125,422			56,565
Property and equipment, net		1,024,168			1,438,496
Operating lease right-of-use assets		1,370,355			1,389,316
Deferred commissions		7,246			6,312
Intangibles, net		665,896			739,402
Goodwill		1,403,056			1,455,946
Deferred tax assets		8,206			3,660
Total assets	$	5,261,787		$	5,910,804
Liabilities and shareholders' equity
Current liabilities:
Accounts payable	$	95,260		$	67,526
Accrued expenses and other liabilities		253,880			242,171
Income tax payable		6,860			5,404
Current portion of long-term debt		33,189			32,673
Income tax receivable liability		22,676			56,001
Advertising fund liabilities		22,030			23,392
Total current liabilities		433,895			427,167
Long-term debt		2,660,355			2,910,812
Deferred tax liabilities		87,485			154,742
Operating lease liabilities		1,303,033			1,332,519
Income tax receivable liability		110,935			117,915
Deferred revenue		31,314			30,507
Long-term accrued expenses and other liabilities		27,436			30,419
Total liabilities		4,654,453			5,004,081
Preferred Stock $0.01 par value; 100,000,000 shares authorized; none issued or outstanding		—			—
Common stock, $0.01 par value, 900,000,000 shares authorized: and 163,842,248 and 163,965,231 shares outstanding; respectively		1,638			1,640
Additional paid-in capital		1,699,851			1,652,401
Accumulated deficit		(1,002,583	)		(710,087	)
Accumulated other comprehensive loss		(91,572	)		(37,875	)
Total shareholders’ equity attributable to Driven Brands Holdings Inc.		607,334			906,079
Non-controlling interests		—			644
Total shareholders' equity		607,334			906,723
Total liabilities and shareholders' equity	$	5,261,787		$	5,910,804

DRIVEN BRANDS HOLDINGS INC. AND SUBSIDIARIES CONSOLIDATED STATEMENTS OF CASH FLOWS (UNAUDITED)

	Year Ended
(in thousands)	December 28, 2024			December 30, 2023
Net loss	$	(292,496	)	$	(744,962	)
Adjustments to reconcile net loss to net cash provided by operating activities:
Depreciation and amortization		180,112			175,296
Goodwill impairment		—			850,970
Share-based compensation expense		48,139			15,300
Loss (gain) on foreign denominated transactions		29,413			(2,022	)
Gain on foreign currency derivatives		(9,174	)		(1,056	)
Loss on sale and disposal of businesses, fixed assets, and sale-leaseback transactions		35,722			4,909
Reclassification of interest rate hedge to income		(2,094	)		(2,077	)
Bad debt expense		6,672			1,938
Asset impairment charges and lease terminations		389,242			132,903
Amortization of deferred financing costs and bond discounts		9,759			10,307
Amortization of cloud computing		8,270			1,923
Provision for deferred income taxes		(66,594	)		(125,804	)
Loss on extinguishment of debt		205			—
Other, net		(22,648	)		22,320
Changes in assets and liabilities, net of acquisitions:
Accounts and notes receivable, net		(48,190	)		13,561
Inventory		2,618			(11,731	)
Prepaid and other assets		3,467			(6,877	)
Advertising fund assets and liabilities, restricted		(5,031	)		(16,861	)
Other assets		(85,491	)		(39,814	)
Deferred commissions		934			418
Deferred revenue		832			1,937
Accounts payable		29,397			7,390
Accrued expenses and other liabilities		17,588			(52,854	)
Income tax receivable		10,795			53
Cash provided by operating activities		241,447			235,167
Cash flows from investing activities:
Capital expenditures		(288,504	)		(596,478	)
Cash used in business acquisitions, net of cash acquired		(2,990	)		(59,574	)
Proceeds from sale leaseback transactions		51,371			194,658
Proceeds from sale or disposal of businesses and fixed assets		299,142			9,987
Cash provided by (used in) investing activities		59,019			(451,407	)
Cash flows from financing activities:
Payment of debt extinguishment and issuance costs		(9,646	)		—
Proceeds from the issuance of long-term debt		274,794			—
Repayment of long-term debt		(465,443	)		(27,971	)
Proceeds from revolving lines of credit and short-term debt		46,000			378,000
Repayment of revolving lines of credit and short-term debt		(104,000	)		(130,000	)
Repayment of principal portion of finance lease liability		(3,931	)		(5,165	)
Payment of Tax Receivable Agreement		(38,374	)		—
Acquisition of non-controlling interest		(644	)		—
Share repurchases		—			(49,956	)
Tax obligations for share-based compensation		(1,593	)		—
Stock option exercises		—			6,117
Other, net		—			(326	)
Cash (used in) provided by financing activities		(302,837	)		170,699
Effect of exchange rate changes on cash		(4,103	)		484
Net change in cash, cash equivalents, restricted cash, and cash included in advertising fund assets, restricted		(6,474	)		(45,057	)
Cash and cash equivalents, beginning of period		176,522			227,110
Cash included in advertising fund assets, restricted, beginning of period		38,537			32,871
Restricted cash, beginning of period		657			792
Cash, cash equivalents, restricted cash, and cash included in advertising fund assets, restricted, beginning of period		215,716			260,773
Cash and cash equivalents, end of period		169,954			176,522
Cash included in advertising fund assets, restricted, end of period		38,930			38,537
Restricted cash, end of period		358			657
Cash, cash equivalents, restricted cash, and cash included in advertising fund assets, restricted, end of period	$	209,242		$	215,716

RECONCILIATION OF NON-GAAP FINANCIAL MEASURES

The following information provides definitions and reconciliations of the non-GAAP financial measures presented in this earnings release to the most directly comparable financial measures calculated and presented in accordance with generally accepted accounting principles (GAAP). The Company has provided this non-GAAP financial information, which is not calculated or presented in accordance with GAAP, as information supplemental and in addition to the financial measures presented in this earnings release that are calculated and presented in accordance with GAAP. Such non-GAAP financial measures should not be considered superior to, as a substitute for or alternative to, and should be considered in conjunction with, the GAAP financial measures presented in this earnings release. The non-GAAP financial measures in this earnings release may differ from similarly titled measures used by other companies.

Non-GAAP Financial Measures in Outlook

Driven Brands includes Adjusted Earnings Before Interest, Tax, Depreciation and Amortization (“Adjusted EBITDA”) and Adjusted Earnings per Share (“Adjusted EPS”) in the Company’s Fiscal Year 2025 Outlook. Adjusted EBITDA and Adjusted EPS are non-GAAP financial measures and have not been reconciled to the most comparable GAAP financial measures because it is not possible to do so without unreasonable efforts due to the uncertainty and potential variability of reconciling items, which are dependent on future events and often outside of management’s control and which could be significant. Because such items cannot be reasonably predicted with the level of precision required, we are unable to provide an outlook for the comparable GAAP measures. Forward-looking estimates of Adjusted EBITDA and Adjusted EPS are made in a manner consistent with the relevant definitions and assumptions noted herein and in our filings with the SEC.

Adjusted Net Income and Adjusted Earnings Per Share

Adjusted Net Income and Adjusted EPS are considered non-GAAP financial measures under the SEC’s rules because they exclude certain amounts included in the net income attributable to Driven Brands common stockholders and diluted earnings per share attributable to Driven Brands common stockholders calculated in accordance with GAAP. Management believes that Adjusted Net Income and Adjusted EPS are meaningful measures to share with investors because they facilitate comparison of the current period performance with that of the comparable prior period. In addition, Adjusted Net Income and Adjusted EPS afford investors a view of what management considers to be Driven Brands’ core earnings performance as well as the ability to make a more informed assessment of such earnings performance with that of the prior period.

The tables below reflect the calculation of Adjusted Net Income and Adjusted Earnings Per Share for the three months and year ended December 28, 2024, compared to the three months and year ended December 30, 2023.

Net Loss to Adjusted Net Income and Adjusted Earnings Per Share (Unaudited)

	Three Months Ended						Year Ended
(in thousands, except per share data)	December 28, 2024			December 30, 2023			December 28, 2024			December 30, 2023
Net loss	$	(311,969	)	$	(13,149	)	$	(292,496	)	$	(744,962	)
Acquisition related costs^(a)		866			5,910			2,325			13,174
Non-core items and project costs, net^(b)		2,140			1,230			18,403			7,343
Cloud computing amortization^(c)		4,834			932			8,270			1,923
Share-based compensation expense^(d)		12,498			5,570			48,139			15,300
Foreign currency transaction loss (gain), net^(e)		14,472			(3,081	)		20,239			(3,078	)
Asset sale leaseback (gain) loss, net, impairment and closed store expenses^(f)		380,238			19,777			435,703			990,384
Loss on debt extinguishment ^(g)		—			—			205			—
Amortization related to acquired intangible assets^(h)		6,162			5,192			25,690			28,756
Provision for uncertain tax positions⁽ⁱ⁾		—			(354	)		—			(354	)
Valuation allowance for deferred tax asset^(j)		41,990			17,729			51,186			17,729
Adjusted net income before tax impact of adjustments		151,231			39,756			317,664			326,215
Tax impact of adjustments^(k)		(102,794	)		(11,971	)		(131,337	)		(183,754	)
Adjusted net income		48,437			27,785			186,327			142,461

Loss per share
Basic	$	(1.91	)	$	(0.08	)	$	(1.79	)	$	(4.50	)
Diluted	$	(1.94	)	$	(0.08	)	$	(1.82	)	$	(4.53	)

Adjusted earnings per share⁽¹⁾
Basic	$	0.30		$	0.17		$	1.14		$	0.86
Diluted	$	0.30		$	0.17		$	1.14		$	0.85

Weighted average shares outstanding
Basic		160,424			159,573			160,319			161,917
Diluted		160,424			159,573			160,319			161,917

Weighted average shares outstanding for Adjusted Net Income
Basic		160,424			159,573			160,319			161,917
Diluted		161,778			161,361			161,210			164,100

⁽¹⁾

Adjusted Earnings Per Share is calculated under the two-class method. Under the two-class method, adjusted earnings per share is calculated using adjusted net income attributable to common shares, which is derived by reducing adjusted net income by the amount attributable to participating securities. Adjusted Net Income attributable to participating securities used in the basic earnings per share calculation was $1 million and $3 million for the three months and year ended December 28, 2024, respectively. Adjusted Net Income attributable to participating securities used in the diluted earnings per share calculations was less than $1 million for both the three months and year ended December 28, 2024.

Adjusted EBITDA

Adjusted EBITDA is considered a non-GAAP financial measure under the Securities and Exchange Commission’s (“SEC”) rules because it excludes certain amounts included in net income calculated in accordance with GAAP. Management believes that Adjusted EBITDA is a meaningful measure to share with investors because it facilitates comparison of the current period performance with that of the comparable prior period. In addition, Adjusted EBITDA affords investors a view of what management considers to be Driven Brand’s core operating performance as well as the ability to make a more informed assessment of such operating performance as compared with that of the prior period.

Please see the company’s Annual Report on Form 10-K for the fiscal year ended December 30, 2023, filed with the SEC on February 28, 2024, for additional information on Adjusted EBITDA. The tables below reflect the calculation of Adjusted EBITDA for the three months and year ended December 28, 2024, compared to the three months and year ended December 30, 2023.

Net Loss to Adjusted EBITDA Reconciliation (Unaudited)



	Three Months Ended						Year Ended
(in thousands)	December 28, 2024			December 30, 2023			December 28, 2024			December 30, 2023
Net loss	$	(311,969	)	$	(13,149	)	$	(292,496	)	$	(744,962	)
Income tax (benefit) expense		(58,985	)		17,883			(25,143	)		(102,689	)
Interest expense, net		37,719			43,892			156,964			164,196
Depreciation and amortization		48,893			46,040			180,112			175,296
EBITDA		(284,342	)		94,666			19,437			(508,159	)
Acquisition related costs^(a)		866			5,910			2,325			13,174
Non-core items and project costs, net^(b)		2,140			1,230			18,403			7,343
Cloud computing amortization^(c)		4,834			932			8,270			1,923
Share-based compensation expense^(d)		12,498			5,570			48,139			15,300
Foreign currency transaction loss (gain), net^(e)		14,472			(3,081	)		20,239			(3,078	)
Asset sale leaseback (gain) loss, net, impairment and closed store expenses^(f)		380,238			19,777			435,703			990,384
Loss on debt extinguishment ^(g)		—			—			205			—
Adjusted EBITDA	$	130,706		$	125,004		$	552,721		$	516,887

Adjusted EBITDA, Adjusted Net Income and Adjusted Earnings Per Share Footnotes

^(a)	Consists of acquisition costs as reflected within the unaudited consolidated statements of operations, including legal, consulting and other fees, and expenses incurred in connection with acquisitions completed during the applicable period, as well as inventory rationalization expenses incurred in connection with acquisitions. We expect to incur similar costs in connection with other acquisitions in the future and, under U.S. GAAP, such costs relating to acquisitions are expensed as incurred and not capitalized.
^(b)	Consists of discrete items and project costs, including third party consulting and professional fees associated with strategic transformation initiatives as well as non-recurring payroll-related costs.
^(c)	Includes non-cash amortization expenses relating to cloud computing arrangements.
^(d)	Represents non-cash share-based compensation expense.
^(e)	Represents foreign currency transaction (gains) losses, net that primarily related to the remeasurement of our intercompany loans as well as gains and losses on cross currency swaps and forward contracts.
^(f)	Relates to (gains) losses, net on sale leasebacks, impairment of certain fixed assets and operating lease right-of-use assets related to closed and underperforming locations, assets held for sale, lease exit costs and other costs associated with stores that were closed prior to the respective lease termination dates, as well as goodwill impairment within the Car Wash segment.
^(g)	Represents charges incurred related to the Company’s partial repayment of Senior Secured Notes in conjunction with the sale of its Canadian distribution business.
^(h)	Consists of amortization related to acquired intangible assets as reflected within depreciation and amortization in the unaudited consolidated statement of operations.
⁽ⁱ⁾	Represents amounts recorded for uncertain tax positions, inclusive of interest and penalties.
^(j)	Represents valuation allowances on income tax carryforwards in certain domestic jurisdictions that are not more likely than not to be realized.
^(k)	Represents the tax impact of adjustments associated with the reconciling items between Net Loss and Adjusted Net Income, excluding the provision for uncertain tax positions. To determine the tax impact of the deductible reconciling items, we utilized statutory income tax rates ranging from 9% to 36% depending upon the tax attributes of each adjustment and the applicable jurisdiction.

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

	Three Months Ended						Year Ended
(in thousands)	December 28, 2024			December 30, 2023			December 28, 2024			December 30, 2023
Maintenance	$	98,305		$	85,279		$	385,853		$	325,593
Car Wash		28,673			27,501			117,140			128,050
Paint, Collision & Glass		33,013			31,346			133,519			139,590
Platform Services		16,270			18,568			83,918			80,492
Corporate and other		(45,555	)		(37,690	)		(167,709	)		(156,838	)
Adjusted EBITDA	$	130,706		$	125,004		$	552,721		$	516,887

DRIVEN BRANDS HOLDINGS INC. AND SUBSIDIARIES ADDITIONAL INFORMATION ON KEY PERFORMANCE INDICATORS (UNAUDITED)

	Three Months Ended December 28, 2024
(in thousands)	Maintenance		Car Wash		Paint, Collision & Glass		Platform Services		Total
System-wide Sales
Franchise stores	$	295,090	$	—	$	792,420	$	71,342	$	1,158,852
Company-operated stores		237,818		92,269		56,750		826		387,663
Independently operated stores		—		49,110		—		—		49,110
Total System-wide Sales	$	532,908	$	141,379	$	849,170	$	72,168	$	1,595,625

Store Count (in whole numbers)
Franchise stores		1,242		—		1,683		204		3,129
Company-operated stores		718		382		229		1		1,330
Independently operated stores		—		720		—		—		720
Total Store Count		1,960		1,102		1,912		205		5,179

	Three Months Ended December 30, 2023
(in thousands)	Maintenance		Car Wash		Paint, Collision & Glass		Platform Services		Total
System-wide Sales
Franchise stores	$	266,801	$	—	$	766,717	$	73,778	$	1,107,296
Company-operated stores		203,963		93,164		68,632		909		366,668
Independently operated stores		—		38,748		—		—		38,748
Total System-wide Sales	$	470,764	$	131,912	$	835,349	$	74,687	$	1,512,712

Store Count (in whole numbers)
Franchise stores		1,134		—		1,647		205		2,986
Company-operated stores		652		391		241		1		1,285
Independently operated stores		—		717		—		—		717
Total Store Count		1,786		1,108		1,888		206		4,988

	Year Ended December 28, 2024
(in thousands)	Maintenance		Car Wash		Paint, Collision & Glass		Platform Services		Total
System-wide Sales
Franchise stores	$	1,183,406	$	—	$	3,198,498	$	370,086	$	4,751,990
Company-operated stores		920,548		368,158		252,162		4,064		1,544,932
Independently operated stores		—		212,396		—		—		212,396
Total System-wide Sales	$	2,103,954	$	580,554	$	3,450,660	$	374,150	$	6,509,318

Store Count (in whole numbers)
Franchise stores		1,242		—		1,683		204		3,129
Company-operated stores		718		382		229		1		1,330
Independently operated stores		—		720		—		—		720
Total Store Count		1,960		1,102		1,912		205		5,179

	Year Ended December 30, 2023
(in thousands)	Maintenance		Car Wash		Paint, Collision & Glass		Platform Services		Total
System-wide Sales
Franchise stores	$	1,090,457	$	—	$	3,072,137	$	398,386	$	4,560,980
Company-operated stores		809,356		395,357		317,428	$	4,212		1,526,353
Independently operated stores		—		196,395		—		—		196,395
Total System-wide Sales	$	1,899,813	$	591,752	$	3,389,565	$	402,598	$	6,283,728

Store Count (in whole numbers)
Franchise stores		1,134		—		1,647		205		2,986
Company-operated stores		652		391		241		1		1,285
Independently operated stores		—		717		—		—		717
Total Store Count		1,786		1,108		1,888		206		4,988