Xponential Fitness Inc

For the period ended Dec 31, 2023. Filed Mar 4, 2024.

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A company's yearly report to the SEC, with audited financial statements. It is the fullest account a company gives of its business, its finances and the risks it sees.

FY2023 · Filed Mar 4, 2024

XPOF$4.59-3.2%Stored close · as of Nov 10, 2026

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Contents

Item 8. Consolidated Statements of Cash Flows

Consolidated Statements of Cash Flows

	Years Ended December 31,
	2023	2022	2021
Cash flows from operating activities:
Net income (loss)	$(1,713)	$2,875	$(51,440)
Adjustments to reconcile net income (loss) to net cash provided by operating activities:
Depreciation and amortization	16,883	15,315	10,172
Amortization and write off of debt issuance costs	463	126	5,749
Amortization and write off of discount on long-term debt	2,949	613	2,704
Change in contingent consideration from acquisitions	(18,933)	2,440	25,640
Amortization of right-of-use assets	13,005	2,655	—
Bad debt expense (recovery)	2,232	(712)	410
Equity-based compensation	17,997	29,044	9,699
Non-cash interest	(1,252)	(1,069)	583
Gain on debt extinguishment	—	—	(3,707)
Loss (gain) from disposal of assets	(2,120)	(78)	483
Impairment of goodwill and other assets	16,667	3,656	781
Changes in assets and liabilities, net of effect of acquisitions:
Accounts receivable	(7,738)	(12,720)	(6,608)
Inventories	(3,525)	(3,936)	(768)
Prepaid expenses and other current assets	438	(1,023)	(4,220)
Operating lease liabilities	(9,049)	(2,496)	—
Deferred costs	(5,440)	(2,024)	(7,122)
Notes receivable, net	(3)	33	137
Accounts payable	1,390	469	(3,013)
Accrued expenses	1,959	(5,008)	3,596
Related party payable	—	—	(1)
Other current liabilities	2,896	2,226	1,449
Deferred revenue	7,287	18,223	30,011
Other assets	(648)	(240)	1
Other liabilities	1,677	3,301	(85)
Net cash provided by operating activities	35,422	51,670	14,451
Cash flows from investing activities:
Purchases of property and equipment	(7,430)	(8,955)	(3,638)
Purchase of studios	(164)	—	(450)
Proceeds from sale of assets	60	65	433
Purchase of intangible assets	(1,783)	(7,177)	(1,220)
Notes receivable issued	(581)	(1,782)	(2,258)
Notes receivable payments received	776	3,236	820
Acquisition of businesses	(3,467)	—	(44,322)
Net cash used in investing activities	(12,589)	(14,613)	(50,635)
Cash flows from financing activities:
Borrowings from long-term debt	189,150	7,425	255,980
Payments on long-term debt	(4,203)	(2,978)	(310,600)
Debt issuance costs	(411)	(55)	(996)
Proceeds from the issuance of Class A common stock, net of underwriting costs	—	—	122,016
Payments of costs related to IPO	—	—	(3,082)
Payments to purchase 750,000 LLC units/Class B Shares	—	—	(9,000)
Proceeds from issuance of redeemable convertible preferred stock, net of offering costs	—	—	198,396
Payment to purchase all of the shares of LCAT from LCAT shareholders	—	—	(144,485)
Payment of H&W Cash Merger Consideration	—	—	(11,720)
Payments to acquire the Preferred Units and LLC Units	—	—	(20,493)
Exchange of LLC units for Class B shares	—	—	2
Payment of preferred stock dividend and deemed cash dividend	(7,092)	(16,250)	(8,992)
Payment of contingent consideration	(1,412)	(2,190)	(12,154)
Payments on loans from related party (Note 10)	—	—	(85)
Member contributions	—	—	562
Payments for taxes related to net share settlement of restricted share units	(8,111)	(1,909)	—
Distributions to Member	—	—	(10,600)
Payment for tax receivable agreement	(1,163)	—	—
Payments for redemption of preferred stock	(130,766)	—	—
Payments for distributions to Pre-IPO LLC Members	(12,901)	—	—
Repurchase of Class A common stock	(50,378)	—	—
Payment received from shareholder (Note 10)	8,062	—	—
Loan to shareholder (Note 10)	(4,400)	(5,050)	—
Receipts from Member, net (Note 10)	—	—	1,456
Proceeds from disgorgement of stockholders short-swing profits (Note 10)	516	—	—
Net cash provided by (used in) financing activities	(23,109)	(21,007)	46,205
Increase (decrease) in cash, cash equivalents and restricted cash	(276)	16,050	10,021
Cash, cash equivalents and restricted cash, beginning of year	37,370	21,320	11,299
Cash, cash equivalents and restricted cash, end of year	$37,094	$37,370	$21,320

Consolidated Statements of Cash Flows

	Years Ended December 31,
	2023	2022	2021
Supplemental cash flow information:
Interest paid	$34,786	$11,631	$16,136
Income taxes paid, net	1,567	2,785	1,403
Noncash investing and financing activity:
Capital expenditures accrued	$1,023	$1,407	$595
Contingent consideration converted to equity (Note 10)	—	29,070	—
Deemed contribution from redemption of convertible preferred stock	12,679	—	—
Parent contribution of Rumble assets	—	—	20,483
Original contingent consideration related to Rumble	—	—	23,100
Rumble note receivable from shareholder	—	—	10,600
Collateralization of note from shareholder with treasury shares (Note 10)	—	1,697	—
Adjustment of convertible preferred stock to redemption value	(49,970)	31,185	78,494
Fair value of promissory note entered into in connection with acquisition	6,463	—	—
Liability-classified restricted stock units vested	2,250	—	—
Accrued tax withholding related to convertible preferred stock dividend	112	—	—
Adjustment of redeemable noncontrolling interest	—	—	174,450
Deferred offering costs reclassified into equity	—	—	4,429
Accrued deemed dividend	—	—	3,250
Intangible asset acquired in exchange for deferred revenue	—	4,800	—
Receivable from shareholder arising from the Rumble studios acquisition	1,450	—	—
Excise tax liability accrued	360	—	—
Preferred stock dividend accrued	448	—	—

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The text of this filing, as the company filed it with the SEC, without its images or exhibits. This is not investment advice.