Upgrade to SI Premium - Free Trial

Dutch Bros Inc. Reports Fourth Quarter and Fiscal Year 2022 Financial Results

February 22, 2023 4:23 PM

Annual Revenues Increased Almost 50% Year-over-Year to $739.0 million Driven by 133 New Systemwide Shop Openings in 2022

Welcomes New President, Christine Barone

Issues Additional Guidance for 2023

GRANTS PASS, Ore.--(BUSINESS WIRE)-- Dutch Bros Inc. (NYSE: BROS; “Dutch Bros” or the “Company”) one of the fastest-growing brands in the food service and restaurant industry in the United States by location count, today reported financial results for the fourth quarter and year ended December 31, 2022.

Joth Ricci, Chief Executive Officer of Dutch Bros Inc., stated, “In 2022, we delivered another strong year of growth with revenue increasing almost 50% to $739.0 million, driven by 133 new shop openings systemwide. For the third consecutive year, we have exceeded our new shop development targets, doubling our shop count since March 2019, despite unprecedented disruption to communities and the economy. These results are a testament to our team’s ongoing ability to execute our proven strategy. As we continue on our 30+ year growth journey, we’re entering 2023 in a position to build market share, supported by our strong people development and new shop pipelines.”

He added, “This year, we are targeting 150 new systemwide shops, which will enable us to achieve our five-year goal of 800 systemwide shops by year-end. Additionally, we expect to be within striking distance of $1 billion in revenue in 2023 and 1,000 systemwide shops by the first half of 2025, creating jobs and opportunities for our employees and the communities in which we serve.”

He added, “On February 6, we welcomed Christine Barone as our new President. Christine will be instrumental in our next phase of growth, helping ensure we are scaling the business in a meaningful, efficient and effective way as we navigate market uncertainty.”

Fourth Quarter 2022 Highlights:

Full Year 2022 Highlights:

Outlook

Dutch Bros is providing the following full-year 2023 outlook:

_________________

1

We have not reconciled guidance for Adjusted EBITDA to the corresponding GAAP financial measure because we do not provide guidance for the various reconciling items. We are unable to provide guidance for these reconciling items because we cannot determine their probable significance, as certain items are outside of our control and cannot be reasonably predicted due to the fact that these items could vary significantly from period to period. Accordingly, reconciliations to the corresponding GAAP financial measure is not available without unreasonable effort.

2

Same shop sales is defined in the section “Select Financial Metrics”.

3

3-Year Stack is calculated as current quarter same shop sales growth plus the sum of the same shop sales growth from the same period of the prior two years. Same shop sales data is based on different shop bases for each time period.

4

The Company’s historical results have been revised to reflect an immaterial error correction related to employee sick leave accrual. For additional information, see sections “Consolidated Statements of Operations”, “Company-operated Shop Results”, and “Supplemental Reconciliation of GAAP Actuals to Non-GAAP Actuals”.

5

Reconciliation of GAAP to non-GAAP results is provided in the section “Non-GAAP Financial Measures”.

6

For the three months and year ended December 31, 2022, we recognized loyalty app breakage revenue of $7.4 million, including $4.9 million for points collected prior to January 1, 2022 that expired on December 31, 2022.

Conference Call and Webcast Today

Joth Ricci, Chief Executive Officer, and Charles Jemley, Chief Financial Officer, will host a conference call and webcast today at 5:00 p.m. Eastern Time (ET) to discuss financial results for the fourth quarter and year ended December 31, 2022.

Event: Fourth Quarter 2022 Conference Call and Webcast

Date: Wednesday, February 22, 2023

Time: 5:00 p.m. ET

Dial In: 1-201-493-6779

Webcast: https://investors.dutchbros.com under “Events & Presentations”.

The webcast will be archived shortly after the conference call has concluded. We will also publish earnings presentation slides related to these financial results on our website https://investors.dutchbros.com under “Events & Presentations”.

About Dutch Bros Inc.

Dutch Bros Inc. (NYSE: BROS) is a high growth operator and franchisor of drive-thru shops that focus on serving high QUALITY, hand-crafted beverages with unparalleled SPEED and superior SERVICE. Founded in 1992 by brothers Dane and Travis Boersma, Dutch Bros began with a double-head espresso machine and a pushcart in Grants Pass, Oregon. While espresso-based beverages are still at the core of what we do, Dutch Bros now offers a wide variety of unique, customizable cold and hot beverages that delight a broad array of customers. We believe Dutch Bros is more than just the products we serve—we are dedicated to making a massive difference in the lives of our employees, customers and communities. This combination of hand-crafted and high-quality beverages, our unique drive-thru experience and our community-driven, people-first culture has allowed us to successfully open new shops and continue to share the “Dutch Luv” at 671 locations across 14 states as of December 31, 2022.

To learn more about Dutch Bros, visit www.dutchbros.com, follow Dutch Bros Coffee on Instagram, Facebook, Twitter, and TikTok, and download the Dutch Bros app to earn points and score rewards!

Dutch Bros, our Windmill logo, Dutch Bros. Blue Rebel, and our other registered and common law trade names, trademarks and service marks are the property of Dutch Bros Inc. All other trademarks, trade names and service marks appearing in this Earnings Release are the property of their respective owners. Solely for convenience, the trademarks and trade names in this Earnings Release may be referred to without the ® and ™ symbols, but such references should not be construed as any indicator that their respective owners will not assert their rights thereto.

Forward-Looking Statements

In addition to historical information, this release contains a number of “forward-looking statements” as defined in the Private Securities Litigation Reform Act of 1995. Forward-looking statements include, without limitation, information concerning Dutch Bros’ possible or assumed future results of operations, including guidance for 2023, new shop openings, business strategies, and potential growth opportunities. These statements are based on Dutch Bros’ current expectations and beliefs, as well as a number of assumptions concerning future events. When used in this press release, the words “estimates,” “projected,” “expects,” “should,” “guidance,” and variations of these words or similar expressions (or the negative versions of such words or expressions) are intended to identify forward-looking statements. Such forward-looking statements are subject to known and unknown risks, uncertainties, assumptions and other important factors, many of which are outside Dutch Bros’ control that could cause actual results to differ materially from the results discussed in the forward-looking statements, including those related to general economic conditions, commodity inflation, increased labor costs, disruptions in our supply chain, ability to hire and retain employees, the ongoing COVID-19 pandemic, and other risks, including those described under the heading “Risk Factors” in our Quarterly Report on Form 10-Q for the quarter ended September 30, 2022 filed with the SEC on November 10, 2022 and in our future reports to be filed with the SEC, including our Annual Report on Form 10-K for the year ended December 31, 2022. Forward-looking statements contained in this press release are made as of this date, and Dutch Bros undertakes no duty to update such information except as required under applicable law.

DUTCH BROS INC.
Consolidated Statements of Operations

Three Months Ended
December 31,

Year Ended
December 31,

(in thousands, except per share amounts; unaudited)

2022

2021 ¹

2022

2021 ¹

REVENUES

Company-operated shops

$

175,510

$

114,198

$

639,710

$

403,746

Franchising and other

26,317

25,882

99,302

94,130

Total revenues

201,827

140,080

739,012

497,876

COSTS AND EXPENSES

Cost of sales

147,467

105,819

558,096

344,573

Selling, general and administrative

50,594

41,355

183,528

264,529

Total costs and expenses

198,061

147,174

741,624

609,102

INCOME (LOSS) FROM OPERATIONS

3,766

(7,094

)

(2,612

)

(111,226

)

OTHER EXPENSE

Interest expense, net

(6,922

)

(1,845

)

(18,018

)

(7,093

)

Other income (expense)

5,638

(141

)

3,976

(1,240

)

Total other expense

(1,284

)

(1,986

)

(14,042

)

(8,333

)

INCOME (LOSS) BEFORE INCOME TAXES

2,482

(9,080

)

(16,654

)

(119,559

)

Income tax expense (benefit)

5,299

(912

)

2,599

(1,628

)

NET LOSS

$

(2,817

)

$

(8,168

)

$

(19,253

)

$

(117,931

)

Less: Net loss attributable to Dutch Bros OpCo prior to the Reorganization Transactions

(67,374

)

Less: Net loss attributable to non-controlling interests

(2,154

)

(6,566

)

(14,500

)

(37,878

)

NET LOSS ATTRIBUTABLE TO DUTCH BROS INC.

$

(663

)

$

(1,602

)

$

(4,753

)

$

(12,679

)

Net loss per share of Class A and Class D common stock 2

Basic

$

(0.01

)

$

(0.03

)

$

(0.09

)

$

(0.28

)

Diluted

$

(0.01

)

$

(0.03

)

$

(0.09

)

$

(0.28

)

Weighted-average shares of Class A and Class D common stock outstanding:

Basic

55,286

$

45,874

51,871

$

45,864

Diluted

55,286

$

45,874

51,871

$

45,864

_________________

1

The Company identified an immaterial error related to the accrual of employee sick leave and the application of ASC 710, Compensation - General, which resulted in corrections to prior period reported amounts within the consolidated statement of operations with impacted line items presented below for the three and twelve months ended December 31, 2021, respectively.

(in thousands)

Three Months
Ended December 31, 2021

Year Ended
December 31, 2021

Decrease in cost of sales

(425)

(1,540)

Decrease in selling, general and administrative expenses

(85)

(506)

Decrease in total costs and expenses

(510)

(2,046)

Decrease in loss from operations

510

2,046

Decrease in loss before income taxes

510

2,046

Decrease in net loss

510

2,046

Decrease in net loss attributable to Dutch Bros OpCo prior to the Reorganization Transactions

1,228

Decrease in net loss attributable to non-controlling interests

364

583

Decrease in net loss attributable to Dutch Bros Inc

146

235

2

Basic and diluted net loss per share of Class A and Class D common stock are applicable only for periods subsequent to September 14, 2021, which is the effective date of the Company’s Reorganization Transactions and IPO.

DUTCH BROS INC.
Segment Financials

Three Months Ended
December 31,

Year Ended
December 31,

(in thousands; unaudited)

2022

2021 ¹

2022

2021 ¹

Revenues:

Company-operated shops

$

175,510

$

114,198

$

639,710

$

403,746

Franchising and other

26,317

25,882

99,302

94,130

Total revenues

201,827

140,080

739,012

497,876

Cost of Sales:

Company-operated shops

136,760

97,638

518,383

317,045

Franchising and other

10,707

8,181

39,713

27,528

Total cost of sales

147,467

105,819

558,096

344,573

Segment gross profit:

Company-operated shops

38,750

16,560

121,327

86,701

Franchising and other

15,610

17,701

59,589

66,602

Total gross profit

54,360

34,261

180,916

153,303

Depreciation and amortization:

Company-operated shops

11,235

5,253

36,306

16,291

Franchising and other

1,366

1,535

5,706

6,263

All other

596

702

2,716

2,663

Total depreciation and amortization

13,197

7,490

44,728

25,217

Segment contribution:

Company-operated shops

49,985

21,813

157,633

102,992

Franchising and other

16,976

19,236

65,295

72,865

Total segment contribution

66,961

41,049

222,928

175,857

Selling, general and administrative

(50,594

)

(41,355

)

(183,528

)

(264,529

)

Interest expense, net

(6,922

)

(1,845

)

(18,018

)

(7,093

)

Other income (expense)

5,638

(141

)

3,976

(1,240

)

INCOME (LOSS) BEFORE INCOME TAXES

$

2,482

$

(9,080

)

$

(16,654

)

$

(119,559

)

_________________

1

The Company identified an immaterial error related to the accrual of employee sick leave and the application of ASC 710, Compensation - General, which resulted in corrections to prior period reported amounts within segment financials with impacted line items presented below for the three and twelve months ended December 31, 2021, respectively.

(in thousands)

Three Months
Ended December 31, 2021

Year Ended
December 31, 2021

Decrease in company-operated shops cost of sales

(415)

(1,518)

Decrease in total cost of sales

(425)

(1,540)

Increase in company-operated shops gross profit

415

1,518

Increase in total gross profit

425

1,540

Decrease in selling, general and administrative expenses

(85)

(506)

Decrease in loss before income taxes

510

2,046

DUTCH BROS INC.
Company-Operated Shop Results

Three Months Ended
December 31,

Year Ended
December 31,

2022

2021 ¹

2022

2021 ¹

(in thousands; unaudited)

$

%

$

%

$

%

$

%

Company-operated shops revenue

175,510

100.0

114,198

100.0

639,710

100.0

403,746

100.0

Beverage, food and packaging costs

45,602

26.0

30,658

26.8

171,864

26.9

102,222

25.3

Labor costs

44,860

25.5

34,466

30.2

182,861

28.6

122,161

30.3

Occupancy and other costs

31,225

17.8

21,086

18.5

109,366

17.1

63,570

15.7

Pre-opening costs

3,838

2.2

6,175

5.4

17,986

2.8

12,801

3.2

Depreciation and amortization

11,235

6.4

5,253

4.6

36,306

5.6

16,291

4.0

Company-operated shop costs and expenses

136,760

77.9

97,638

85.5

518,383

81.0

317,045

78.5

Company-operated shops gross profit

38,750

22.1

16,560

14.5

121,327

19.0

86,701

21.5

Company-operated shops contribution 2

49,985

28.5

21,813

19.1

157,633

24.6

102,992

25.5

_________________

1

The Company identified an immaterial error related to the accrual of employee sick leave and the application of ASC 710, Compensation - General, which resulted in corrections to prior period reported amounts within the company-operated shop segment with the impacted line items are presented below for the three and twelve months ended December 31, 2021, respectively.

(in thousands)

Three Months Ended December 31, 2021

Year Ended December 31, 2021

Decrease in company-operated shops labor costs

(415)

(1,518)

Increase in company-operated shops gross profit

415

1,518

Increase in company-operated shops contribution

415

1,518

2

Reconciliation of GAAP to non-GAAP results is provided in the section “Non-GAAP Financial Measures”.

DUTCH BROS INC.
Summary Cash Flows Data

Year Ended
December 31,

(in thousands; unaudited)

2022

2021

Net cash flows provided by operating activities

$ 59,883

$ 80,375

Net cash flows used in investing activities

(192,572)

(121,089)

Net cash provided by financing activities

134,361

27,580

Net increase (decrease) in cash

$ 1,672

$ (13,134)

Cash and cash equivalents at beginning of period

18,506

31,640

Cash and cash equivalents at end of period

$ 20,178

$ 18,506

DUTCH BROS INC.
Consolidated Balance Sheets

(in thousands)

December 31, 2022

December 31, 2021 ¹

ASSETS

Current assets:

Cash and cash equivalents

$

20,178

$

18,506

Accounts receivable, net

11,966

10,644

Inventories, net

39,229

23,345

Prepaid expenses and other current assets

10,949

8,796

Total current assets

82,322

61,291

Property and equipment, net

365,468

301,998

Finance lease right-of-use assets, net

247,943

Operating lease right-of-use assets, net

169,302

Intangibles, net

8,804

11,103

Goodwill

21,629

18,715

Deferred income tax assets, net

288,765

159,031

Other long-term assets

2,127

1,562

Total assets

$

1,186,360

$

553,700

LIABILITIES AND EQUITY

Current liabilities:

Accounts payable

$

21,270

$

20,440

Accrued liabilities

27,452

20,970

Other current liabilities

7,860

6,471

Deferred revenue

25,335

22,807

Line of credit

110,865

64,104

Current portion of tax receivable agreements liability

450

Current portion of finance lease liabilities

7,971

3,389

Current portion of operating lease liabilities

9,317

Current portion of long-term debt

2,609

103

Total current liabilities

212,679

138,734

Deferred revenue, net of current portion

6,119

5,030

Tax receivable agreements liability, net of current portion

220,923

109,283

Finance lease liabilities, net of current portion

237,130

79,588

Operating lease liabilities, net of current portion

161,228

Long-term debt, net of current portion

96,297

3,503

Deferred rent

3,153

Other long-term liabilities

8

680

Total liabilities

934,384

339,971

Equity:

Common stock

2

2

Additional paid in capital

145,613

107,193

Accumulated other comprehensive income

813

Accumulated deficit

(17,310

)

(12,679

)

Total stockholders' equity attributable to Dutch Bros Inc. / members’ equity

129,118

94,516

Non-controlling interests

122,858

119,213

Total equity

251,976

213,729

Total liabilities and equity

$

1,186,360

$

553,700

_______________

1

The Company identified an immaterial error related to the accrual of employee sick leave and the application of ASC 710, Compensation - General, which resulted in corrections to prior period reported amounts within the consolidated balance sheet as of December 31, 2021 with impacted line items presented below.

(in thousands)

December 31, 2021

Decrease in accrued liabilities

(3,543)

Decrease in total current liabilities

(3,543)

Decrease in total liabilities

(3,543)

Increase in additional paid in capital

783

Decrease in accumulated deficit

235

Increase in total stockholders’ equity attributable to Dutch Bros Inc. / members’ equity

1,018

Increase in non-controlling interests

2,525

Increase in total equity

3,543

DUTCH BROS INC.
Select Financial Metrics

Three Months Ended
December 31,

Year Ended
December 31,

(in thousands, except number of shops data; unaudited)

2022

2021 ¹

2022

2021 ¹

Shop count, beginning of period

Company-operated

370

241

271

182

Franchised

271

262

267

259

641

503

538

441

Company-operated new openings

26

30

120

82

Franchised new openings

4

5

13

16

Acquisition of franchise shops

5

7

Closures 2

(1

)

Shop count, end of period

Company-operated

396

271

396

271

Franchised

275

267

275

267

Total shop count

671

538

671

538

Systemwide AUV 3

N/A

N/A

$

1,924

$

1,850

Company-operated shops AUV 3

N/A

N/A

$

1,895

$

1,752

Systemwide same shop sales 4, 5

(0.6

)%

10.1

%

1.0

%

8.4

%

Company-operated same shop sales 4

(2.1

)%

11.5

%

0.6

%

9.0

%

Systemwide sales 5

$

298,253

$

240,525

$

1,163,182

$

913,822

Company-operated operating weeks 6

4,963

3,315

17,489

11,526

Franchising and other operating weeks 6

3,536

3,373

13,828

13,175

Dutch Rewards member registrations 7

453

464

2,004

3,202

Three Months Ended
December 31,

Year Ended
December 31,

2022

2021 ¹

2022

2021 ¹

(in thousands; unaudited)

$

%

$

%

$

%

$

%

Company-operated shop revenues

175,510

100.0

114,198

100.0

639,710

100.0

403,746

100.0

Company-operated gross profit

38,750

22.1

16,560

14.5

121,327

19.0

86,701

21.5

Company-operated shop contribution 8

49,985

28.5

21,813

19.1

157,633

24.6

102,992

25.5

Selling, general, and administrative expenses

50,594

25.1

41,355

29.5

183,528

24.8

264,529

53.1

Adjusted selling, general, and administrative expenses 8

38,136

18.9

28,138

20.1

136,441

18.5

96,498

19.4

NET LOSS

(2,817)

(1.4)

(8,168)

(5.8)

(19,253)

(2.6)

(117,931)

(23.7)

Adjusted EBITDA 8

29,750

14.7

13,793

9.8

91,181

12.3

84,132

16.9

___________

1

The Company identified an immaterial error related to the accrual of employee sick leave and the application of ASC 710, Compensation - General, which resulted in corrections to prior period reported amounts within the consolidated statement of operations, segment financials, company-operated shop segment financial results, and non-GAAP results for the three and twelve months ended December 31, 2021 with impacted line items presented below.

  • Net income prior period adjustment details are provided in the section “Consolidated Statements of Operations”.

  • Company-operated segment gross profit and segment contribution prior period adjustment details are provided in the sections “Segment Financials” and “Company-operated Shop Results”.

  • Adjusted EBITDA prior period adjustment details are provided in the section “Non-GAAP Financial Measures”.

2

Represents a temporary shop closure in 2021 that remains closed in 2022.

3

AUVs are determined based on the net sales for any trailing twelve-month period for systemwide and company-operated shops that have been open a minimum of 15 months. AUVs are calculated by dividing the systemwide and company-operated shop net sales by the total number of systemwide and company-operated shops, respectively. Management uses this metric as an indicator of shop growth and future expectations of mature locations.

4

Same shop sales reflects the change in year-over-year sales, for the comparable shop base, which we define as shops open for 15 complete months or longer. Management uses this metric as an indicator of shop growth and future expansion strategy. The number of shops included in the systemwide and company-operated comparable bases for the respective periods are presented in the following table.

Three Months Ended
December 31,

Year Ended December 31,

2022

2021

2022

2021

Systemwide shop base

470

398

414

354

Company-operated shop base

216

157

173

120

5

Systemwide sales and systemwide same shop sales are operating measures that include sales at company-operated shop and sales at franchised shops during the comparable periods presented. Franchise sales represent sales at all franchise shops and are revenues to our franchisees. We do not record franchise sales as revenues; however, our royalty revenues and advertising fund contributions are calculated based on a percentage of franchise sales. As these metrics include sales reported to us by our non-consolidated franchise partners, these metrics should be considered as a supplement to, not a substitute for, our results as reported under GAAP. Management uses these metrics as indicators of our system’s overall financial health, growth and future expansion prospects.

6

Company-operated and franchise shops operating weeks are calculated based on the number operating days for the shop base and dividing by 7. Our shop base is defined as shops opened as of the period end date. The operating weeks calculations, reflect re-acquired franchises through 2022. Management uses these metrics as indicators of our system’s overall financial health, growth and future expansion prospects.

7

Dutch Rewards, a digitally-based rewards program available exclusively through the Dutch Rewards app, was launched February 2021. Management uses this metric as an indicator of customer loyalty adoption of our Dutch Rewards app and future promotional plans.

8

Reconciliation of GAAP to non-GAAP results is provided in the section “Non-GAAP Financial Measures”.

Non-GAAP Financial Measures

In addition to disclosing financial results in accordance with U.S. GAAP, this release contains references to the non-GAAP financial measures below. We believe these non-GAAP financial measures provide investors with useful supplemental information about our operating performance, enable comparison of financial trends and results between periods where certain items may vary independent of business performance, and allow for greater transparency with respect to key metrics used by management in operating our business and measuring our performance.

Our non-GAAP financial measures reflect adjustments based on one or more of the following items, as well as the related income tax effects where applicable. Income tax effects have been calculated based on the combined total non-GAAP adjustments using our total effective tax rate. These non-GAAP financial measures should not be considered a substitute for, or superior to, financial measures calculated in accordance with U.S. GAAP, and the financial results calculated in accordance with U.S. GAAP and reconciliations from these results should be carefully evaluated.

Company-operated shop contribution (in dollars and as a percentage of revenue)

Definition and/or calculation
Company-operated segment gross profit, before company-operated shop depreciation and amortization. Company-operated shop contribution in dollars (as defined), taken as a percentage of company-operated shop revenue.

Usefulness to management and investors
This non-GAAP measure is used by our management in making performance decisions without the impact of non-cash depreciation and amortization charges. This is a standard metric used across the industry by our investors.

EBITDA, Adjusted EBITDA (in dollars and as a percentage of revenue)

EBITDA — definition and/or calculation
Net income (loss) before interest expense (net of interest income), income taxes expense (benefit), and depreciation and amortization expense.

Adjusted EBITDA — definition and/or calculation
Defined as EBITDA (as defined above), excluding equity-based compensation, expenses and donations associated with equity offerings, COVID-19: “Thank You” pay and catastrophic leave expenses, COVID-19: prepaid costs not utilized, costs incurred for company-wide milestone events, executives transition costs, and (gain) loss on the remeasurement of the liability related to the TRAs.

Usefulness to management and investors
These non-GAAP measures are supplemental operating performance measures we believe facilitate comparisons to historical performance and competitors’ operating results. We believe the non-GAAP measures presented provide investors with a supplemental view of our operating performance that facilitates analysis and comparisons of our ongoing business operations because they exclude items that may not be indicative of our ongoing operating performance.

Adjusted selling, general, and administrative (in dollars and as a percentage of revenue)

Definition and/or calculation
Selling, general, and administrative expenses, excluding equity-based compensation expense, expenses and donations associated with equity offering, COVID-19: prepaid costs not utilized, costs incurred for company-wide milestone events, and executive transitions costs.

Usefulness to management and investors
This non-GAAP measure is used as a supplemental measure of operating performance that we believe is useful to evaluate our performance period over period and relative to our competitors. We believe the non-GAAP measures presented provide investors with a supplemental view of our operating performance that facilitates analysis and comparisons of our ongoing business operations because they exclude items that may not be indicative of our ongoing operating performance.

Adjusted net income

Definition and/or calculation
Net income (loss), excluding equity-based compensation expense, expenses and donations associated with equity offering, COVID-19: “thank you” pay and catastrophic leave expenses, COVID-19: prepaid costs not utilized, costs incurred for company-wide milestone events, executives transition costs, (gain) loss on the remeasurement of the liability related to the TRAs, and income tax effects of items excluded from net income (loss).

Usefulness to management and investors
This non-GAAP measure is used as a supplemental measure of operating performance that we believe is useful to evaluate our performance period over period and relative to our competitors. We believe this measure facilitates a better comparison with other companies that have different organizational and tax structures, as well as comparisons period over period.

Adjusted fully exchanged weighted-average shares of diluted common stock outstanding

Definition and/or calculation
Weighted-average shares of Class A and Class D common stock outstanding - basic with addition of dilutive impacts of RSAs and RSUs, as well as the assumed exchange of the weighted-average shares of Class B and Class C common stock.

Usefulness to management and investors
This non-GAAP measure is used a supplemental measure of operating performance that we believe is useful to evaluate our performance period over period and relative to our competitors. By adding in the assumed full exchange of all of our outstanding Class B and Class C common stock, we believe this measure facilitates a better comparison with other companies that have different organizational and tax structures, as well as comparisons period over period.

Adjusted net income per fully exchanged share of diluted common stock

Definition and/or calculation
Net income per share of Class A and Class D common stock – diluted, excluding per share impacts of equity-based compensation expense, expenses and donations associated with equity offering, COVID-19: “thank you” pay and catastrophic leave expenses, COVID-19: prepaid costs not utilized, costs incurred for company-wide milestone events, executives transition costs, income tax effects of items excluded from net income (loss), and removal of per share impacts of controlling and non-controlling interests.

Usefulness to management and investors
This non-GAAP measure is used as a supplemental measure of operating performance that we believe is useful to evaluate our performance period over period and relative to our competitors. By assuming the full exchange of all of our outstanding Class B and Class C common stock and related net income (loss) adjustments, we believe these measures facilitate a better comparison with other companies that have different organizational and tax structures, as well as comparisons period over period.

Non-GAAP adjustments

Below are the definitions of the non-GAAP adjustments that are used in the calculation of our non-GAAP measures, as described above.

Equity-based compensation
Non-cash expenses related to the grant and vesting of stock awards, restricted stock awards and restricted stock units in Dutch Bros PubCo1 and/or Profit Interest Units in Dutch Bros OpCo2 to certain eligible employees. These awards are accounted for in accordance with guidance prescribed for in accounting for share-based compensation.

Expenses associated with equity offerings
Costs incurred as a result of our stock offerings. These costs include legal fees, consulting fees, tax and accounting fees, and payroll taxes related to the grant and vesting of stock awards for certain employees.

Donations associated with equity offerings
In connection with our IPO, we made donations to the Dutch Bros Foundation. These donations are separate from other donations to the Dutch Bros Foundation that we may periodically make.

COVID-19: “thank you” pay and catastrophic leave
Costs related to two separate programs established to support employees during the COVID-19 pandemic. We implemented an hourly wage supplement program for shop employees who continued to work while their state or county was under a stay at home order or similar lockdown requirement. This program lasted in various markets until April 2021. We also established a catastrophic leave policy that provided paid leave to employees who were required to quarantine due to in-shop exposures and could not work their regular hours. All COVID-19-related protocols, including catastrophic leave, will remain in effect until the end of the COVID-19 pandemic as determined by the appropriate government agency.

COVID-19: Prepaid costs not utilized
Costs related to the write-off of previously prepaid expenses for the cancellation of our 2023 annual kick-off meeting as a result of COVID-19 concerns and the development of a virtual corporate engagement platform built in response to the health restrictions of the COVID-19 pandemic. The platform was developed as a substitute for in person engagement practices used pre-pandemic. The platform has been determined ineffective, particularly as we shift back to in-person events with the easing of restrictions related to the COVID-19 pandemic.

Milestone events
Costs incurred for company-wide events to celebrate 30 years of serving high QUALITY, hand-crafted beverages with unparalleled SPEED and superior SERVICE to our customers.

Executives transition costs
Employee severance and related benefit costs, as well as sign-on bonus(es) for several executive level transitions occurring in 2022 and 2023.

TRAs remeasurements
(Gain) loss impacts on consolidated statements of operations related to adjustments of our TRAs liabilities.

Dilutive effects of RSAs and RSUs
Addition of incremental shares of RSAs and RSUs calculated under the treasury stock method, when they are dilutive for the calculation of weighted-average shares on a non-GAAP and GAAP basis.

Assumed exchange of weighted-average Class B and Class C shares of common stock
Weighted-average shares of Class B and C common stock that are assumed to be exchanged for Class A common stock.

Removal of allocation for controlling and non-controlling interests
Removal of the net income (loss) allocation to controlling and non-controlling interests to align the numerator of the net income (loss) per share to the denominator, which assumes the full exchange of shares of Class B and Class C common stock.

___________

1

Dutch Bros PubCo refers to Dutch Bros Inc., a Delaware Corporation, of which its Class A common stock is publicly traded on the New York Stock Exchange under the symbol “BROS”.

2

Dutch Bros OpCo refers to Dutch Mafia, LLC, a Delaware limited liability company, and a direct subsidiary of Dutch Bros Inc.

Supplemental Reconciliations of GAAP Actuals to Non-GAAP Actuals

Following are the reconciliations of the most comparable GAAP financial measure to non-GAAP financial measure. These non-GAAP financial measures should not be considered a substitute for, or superior to, financial measures calculated in accordance with U.S. GAAP, and the reconciliations from U.S. GAAP to Non-GAAP actuals should be carefully evaluated. Please refer to "Explanation of Non-GAAP Financial Measures" in this release for a detailed explanation of the adjustments made to the comparable U.S. GAAP measures, the ways management uses the non-GAAP measures, and the reasons why management believes the non-GAAP measures provide useful information for investors.

Three Months Ended
December 31,

Year Ended December 31,

2022

2021 ¹

2022

2021 ¹

(in thousands; unaudited)

$

%

$

%

$

%

$

%

Company-operated shop gross profit 2

38,750

22.1

16,560

14.5

121,327

19.0

86,701

21.5

Depreciation and amortization

11,235

6.4

5,253

4.6

36,306

5.6

16,291

4.0

Company-operated shop contribution 2

49,985

28.5

21,813

19.1

157,633

24.6

102,992

25.5

_________________

1

The Company’s historical results for the three and twelve months ended December 31, 2021 have been revised to reflect an immaterial error correction related to employee sick leave accrual. For additional information, see section “Company-operated Shop Results”.

2

Includes the recognition of $4.9 million of revenue from the loyalty points collected prior to January 1, 2022 that expired on December 31, 2022.

Three Months Ended December 31,

Year Ended December 31,

2022

2021 ¹

2022

2021 ¹

(in thousands; unaudited)

$

%

$

%

$

%

$

%

NET LOSS 2

(2,817)

(1.4)

(8,168)

(5.8)

(19,253)

(2.6)

(117,931)

(23.7)

Depreciation and amortization

13,197

6.6

7,490

5.3

44,728

6.0

25,217

5.1

Interest expense, net 3

6,922

3.4

1,845

1.3

18,018

2.4

7,093

1.4

Income tax expense (benefit)

5,299

2.6

(912)

(0.6)

2,599

0.4

(1,628)

(0.3)

EBITDA 2

22,601

11.2

255

0.2

46,092

6.2

(87,249)

(17.5)

Equity-based compensation

10,662

5.3

9,955

7.1

41,657

5.6

157,716

31.7

Expenses associated with equity offerings

862

0.6

6,523

1.3

Donations associated with equity offerings

2,400

1.7

3,792

0.7

COVID-19: “thank you pay” and catastrophic leave

67

321

0.2

1,468

0.2

3,350

0.7

COVID-19: prepaid costs not utilized

1,105

0.6

2,305

0.3

Milestone events

2,434

0.3

Executives transition costs

691

0.3

691

0.1

TRAs remeasurements

(5,376)

(2.7)

(3,466)

(0.4)

Adjusted EBITDA 2

29,750

14.7

13,793

9.8

91,181

12.3

84,132

16.9

Three Months Ended
December 31,

Year Ended
December 31,

2022

2021 ¹

2022

2021 ¹

(in thousands; unaudited)

$

%

$

%

$

%

$

%

Selling, general, and administrative 4

50,594

25.1

41,355

29.5

$

183,528

24.8

$

264,529

53.1

Equity-based compensation

(10,662

)

(5.3

)

(9,955

)

(7.1

)

(41,657

)

(5.6

)

(157,716

)

(31.7

)

Expenses associated with equity offerings

(862

)

(0.6

)

(6,523

)

(1.3

)

Donations associated with equity offerings

(2,400

)

(1.7

)

(3,792

)

(0.7

)

COVID-19: prepaid costs not utilized

(1,105

)

(0.6

)

(2,305

)

(0.3

)

Milestone events

(2,434

)

(0.3

)

Executives transition costs

(691

)

(0.3

)

(691

)

(0.1

)

Adjusted selling, general, and administrative

38,136

18.9

28,138

20.1

$

136,441

18.5

$

96,498

19.4

Three Months Ended
December 31,

Year Ended
December 31,

(in thousands; unaudited)

2022

2021 ¹

2022

2021 ¹

NET LOSS 2

$

(2,817

)

$

(8,168

)

$

(19,253

)

$

(117,931

)

Equity-based compensation

10,662

9,955

41,657

157,716

Expenses associated with equity offerings

862

6,523

Donations associated with equity offerings

2,400

3,792

COVID-19: “thank you pay” and catastrophic leave

67

321

1,468

3,350

COVID-19: prepaid costs not utilized

1,105

2,305

Milestone events

2,434

Executives transition costs

691

691

TRAs remeasurements

(5,376

)

(3,466

)

Income tax effects

442

(236

)

(609

)

(2,029

)

Adjusted net income 2

$

4,774

$

5,134

$

25,227

$

51,421

_________________

1

The Company identified an immaterial error related to the accrual of employee sick leave and the application of ASC 710, Compensation - General, which resulted in corrections to prior period reported amounts within the consolidated statements of operations and non-GAAP results for the three and twelve months ended December 31, 2021 with impacted line items presented below.

(in thousands)

Three Months Ended
December 31, 2021 ¹

Year Ended
December 31, 2021 ¹

Decrease in selling, general, and administrative expenses

(85)

(506)

Decrease in adjusted selling, general, and administrative expenses

(85)

(506)

Decrease in net loss

510

2,046

Decrease in EBITDA

510

2,046

Decrease in adjusted EBITDA

510

2,046

Decrease in adjusted net income

510

2,046

2

Includes the recognition of $4.9 million of revenue from the loyalty points collected prior to January 1, 2022 that expired on December 31, 2022.

3

Effective as of the second half of 2022 and on a prospective basis, we recorded commitment fees for the unused portion of the revolving credit facility as interest expense. These amounts were previously recorded as selling, general, and administrative expense.

4

Selling, general, and administrative expenses include depreciation and amortization.

Three Months Ended December 31,

Year Ended December 31,

(in thousands, except per share amounts; unaudited)

2022

2021 ¹

2022

2021 ¹

Weighted-average shares of Class A and Class D common stock outstanding - diluted

55,286

45,874

51,871

45,864

Dilutive effects of RSAs and RSUs

1,481

2,807

1,523

2,579

Assumed exchange of weighted-average Class B and Class C shares of common stock

105,756

113,705

109,132

113,705

Adjusted fully exchanged weighted-average shares of common stock outstanding - diluted

162,523

162,386

162,526

162,148

Net loss per share of Class A and Class D common stock - diluted 2

$

(0.01

)

$

(0.03

)

$

(0.09

)

$

(0.28

)

Controlling and non-controlling interest adjustments

(0.01

)

(0.02

)

(0.02

)

(0.44

)

Equity-based compensation

0.07

0.06

0.26

0.97

Expenses associated with equity offerings

0.01

0.04

Donations associated with equity offerings

0.01

0.02

COVID-19: “thank you pay” and catastrophic leave

0.01

0.02

COVID-19: prepaid costs not utilized

0.01

0.01

Milestone events

0.01

Executives transition costs

TRAs remeasurements

(0.03

)

(0.02

)

Income tax effects

(0.01

)

Adjusted net income per fully exchanged share of common stock 2

$

0.03

$

0.03

$

0.16

$

0.32

_________________

1

Weighted-average shares, net loss per share, and related adjustments on a diluted basis are applicable only for the periods subsequent to September 14, 2021, which is the effective date of the Company’s Reorganization Transactions and IPO.

2

Includes the recognition of $4.9 million of revenue from the loyalty points collected prior to January 1, 2022 that expired on December 31, 2022.

For Investor Relations inquiries:

Raphael Gross

ICR

(203) 682-8253

[email protected]

For Media Relations inquiries:

Jessica Liddell

ICR

(203) 682-8208

[email protected]

Source: Dutch Bros Inc.

Categories

Business Wire Press Releases

Next Articles