| Correction of Previously Issued Financial Statements |
Note 2 – Correction of Previously Issued Financial Statements
Subsequent to the issuance of the Company’s consolidated financial statements for the year ended December 31, 2023, the Company identified misstatements impacting previously issued financial statements. The Company concluded that the aggregate impact of all the errors are material to the Company's previously issued consolidated financial statements as of and for the years ended December 31, 2023, and 2022, and as a result, the accompanying financial statements as of and for the years ended December 31, 2023, and 2022, have been corrected for these errors. The Company has also corrected related amounts within the accompanying footnotes to the consolidated financial statements to conform to the corrected amounts in the consolidated financial statements.
The identified errors impacting the previously referred to consolidated financial statements include:
A.
Salary and wages – The Company’s 401(k) plan had not been in compliance with the non-discrimination provisions resulting in understatement of selling, general and administrative expenses, for “make whole” payments and related penalties, of $1,219 and $790 for the years ended December 31, 2023 and 2022, respectively, and understatement of accrued expenses of $2,343 as of December 31, 2023.
B.
Royalties – Incorrect royalty rates had been utilized in billing for certain franchise agreements resulting in overstatement of franchise revenue of $332 and $222 for the years ended December 31, 2023 and 2022, respectively, with associated impact to accrued expenses of $706 as of December 31, 2023.
C.
Rebates – Certain agreement terms had not been properly or timely communicated to be considered for their accounting impact resulting in misstatements including understatement of costs of product revenue of $1,650, overstatement of merchandise revenue of $135, understatement of other service revenue of $250, overstatement of acquisition and transaction expenses of $500, overstatement of accounts payable of $499, understatement of accrued expenses of $500, overstatement of accounts receivable, net, of $135, and overstatement of goodwill of $900 as of and for the year ended December 31, 2023.
D.Revenues – The Company’s evaluation of certain revenue contracts did not appropriately evaluate the accounting for all key terms and conditions, resulting in:
1.
An understatement of deferred other service revenue of $133 as of December 31, 2023, an understatement of other service revenue of $267 for the year ended December 21, 2023, and an overstatement of other service revenue of $400 for the year ended December 21, 2022.
2.
An overstatement of accounts receivable of $537 and understatement of inventory of $429 as of December 31, 2023, and an overstatement of merchandise revenue of $537 and costs of product revenue of $429 for the year ended December 31, 2022.
E.Classification misstatements:
1.
Gift card liability – Classification misstatement of gift card liability of $4,185 that was included in other long term liabilities but should have been included in other current liabilities as of December 31, 2023.
2.
Rebates – Overstatement of merchandise revenue and cost of product revenue relating to vendor rebates of $736 and $559 for the years ended December 31, 2023 and 2022, respectively.
1.
Taxes – Taxes of $1,162 were not withheld on preferred stock dividends during the year ended December 31, 2022 and were later improperly classified as accounts receivable, net, as of December 31, 2023 but should have been classified as a receivable from shareholder, resulting in an overstatement of accounts receivable, net, and an understatement of receivable from shareholder of $14 as of December 31, 2023. Furthermore, the Company improperly accounted for taxes on territory fees resulting in overstatements of franchise revenue and income taxes of $37 and $38 for the years ended December 31, 2023 and 2022, respectively.
2.
Leases – Certain agreement terms had not been timely communicated to be considered for their accounting impact resulting in understatements of right-of-use assets of $2,088, other current liabilities of $321, and long term lease liability of $1,834 as of December 31, 2023. Additionally, an understatement of selling, general and administrative expenses of $30 and $36 for the years ended December 31, 2023 and 2022, respectively.
3.
Credit Losses – Credit losses were not appropriately determined, resulting in an understatement of selling, general and administrative expenses of $218 and an overstatement of accounts receivable, net of $218 as of and for the year ended December 31, 2023.
4.
Cost of product revenue – Certain costs and fees related to inventory were capitalized and not properly expensed in the appropriate period. Additionally, these expenses were improperly included in accrued expenses resulting in an understatement of cost of product revenue of $1,618 and $218 for the years ended December 31, 2023 and 2022, respectively, and an understatement of accrued expense of $1,836 as of December 31, 2023.
5.
Impairment of assets – Company did not properly assess the disposition of the Stride brand subsequent to the balance sheet date as an impairment indicator as of the balance sheet date, resulting in an understatement of impairment of goodwill and other assets of $84 and an understatement of cost of product revenue for inventory write downs of $188 for the year ended December 31, 2023, and the related impact of overstatement of inventories of $188 and overstatement of intangible assets of $84 as of December 31, 2023.
6.
Legal Accruals – Certain legal liabilities had not been timely communicated to be considered for their accounting impact resulting in an understatement of selling, general and administrative expenses of $328, and understatement of accrued expenses of $328 as of and for the year ended December 31, 2023.
7.
Equipment inventory – Equipment inventory which had been received by the Company was not properly recorded resulting in an understatement of inventory of $623 and an overstatement of prepaid expenses of $528 as of December 31, 2023, and an impact on cost of product revenue of $95 for the year ended December 31, 2023.
8.
Cost of product revenue – During the year ended December 31, 2023 the Company improperly recognized deferred costs related to equipment resulting in an overstatement of $273 of costs of product revenue and an understatement of $273 of deferred costs, current portion, as of and for the year ended December 31, 2023.
9.
Partner distributions – The Company did not properly record distributions paid to Pre-IPO LLC members in the periods incurred resulting in an overstatement of distributions and an understatement of prepaid expenses of $266 as of and for the year ended December 31, 2023.
10.
Invoices – The Company did not properly account for certain vendor invoices, including not recognizing expenses in the period incurred, resulting in an understatement of accrued expenses of $74 and an overstatement of accounts receivable, net, of $239 and understatements of costs of franchise and service revenue and selling, general and administrative expenses of $74 and $239, respectively, as of and for the year ended December 31, 2023.
11.Adjustment to accumulated deficit as of the year ended December 31, 2023, for the impact of the above error corrections.
The impact of the correction of errors to the Company's consolidated balance sheet, consolidated statement of operations, consolidated statement of cash flows, and consolidated statement of changes to stockholders' equity (deficit) as of and for the year ended December 31, 2023 are presented below.
|
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|
|
|
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|
|
|
Consolidated Balance Sheet |
|
As of December 31, 2023 |
|
|
|
As Previously Reported |
|
|
Adjustments |
|
|
Reference |
|
As Corrected |
|
Assets |
|
|
|
|
|
|
|
|
|
|
|
Current Assets: |
|
|
|
|
|
|
|
|
|
|
|
Accounts receivable, net |
|
$ |
32,751 |
|
|
$ |
(1,142 |
) |
|
F1, F3, F10, C, D2 |
|
$ |
31,609 |
|
Inventories |
|
|
14,724 |
|
|
|
864 |
|
|
F5, F7, D2 |
|
|
15,588 |
|
Prepaid expenses and other current assets |
|
|
5,856 |
|
|
|
(263 |
) |
|
F7, F9 |
|
|
5,593 |
|
Deferred costs, current portion |
|
|
6,620 |
|
|
|
273 |
|
|
F8 |
|
|
6,893 |
|
Total current assets |
|
|
97,248 |
|
|
|
(268 |
) |
|
|
|
|
96,980 |
|
Right-of-use assets |
|
|
71,413 |
|
|
|
2,088 |
|
|
F2 |
|
|
73,501 |
|
Goodwill |
|
|
171,601 |
|
|
|
(900 |
) |
|
C |
|
|
170,701 |
|
Intangible assets, net |
|
|
120,149 |
|
|
|
(84 |
) |
|
F5 |
|
|
120,065 |
|
Total assets |
|
$ |
528,698 |
|
|
$ |
836 |
|
|
|
|
$ |
529,534 |
|
Liabilities, redeemable convertible preferred stock and equity (deficit) |
|
|
|
|
|
|
|
|
|
|
|
Current Liabilities: |
|
|
|
|
|
|
|
|
|
|
|
Accounts payable |
|
$ |
19,119 |
|
|
$ |
(499 |
) |
|
C |
|
$ |
18,620 |
|
Accrued expenses |
|
|
14,088 |
|
|
|
5,787 |
|
|
F4, F6, B, A, F10, C |
|
|
19,875 |
|
Deferred revenue, current portion |
|
|
34,674 |
|
|
|
133 |
|
|
D1, |
|
|
34,807 |
|
Other current liabilities |
|
|
19,666 |
|
|
|
4,506 |
|
|
E1, F2 |
|
|
24,172 |
|
Total current liabilities |
|
|
92,307 |
|
|
|
9,927 |
|
|
|
|
|
102,234 |
|
Lease liability |
|
|
70,141 |
|
|
|
1,834 |
|
|
F2 |
|
|
71,975 |
|
Other liabilities |
|
|
9,152 |
|
|
|
(4,187 |
) |
|
E1 |
|
|
4,965 |
|
Total liabilities |
|
|
616,832 |
|
|
|
7,574 |
|
|
|
|
|
624,406 |
|
Additional paid-in capital |
|
|
521,998 |
|
|
|
(691 |
) |
|
|
|
|
521,307 |
|
Receivable from shareholder |
|
|
(15,426 |
) |
|
|
(14 |
) |
|
F1 |
|
|
(15,440 |
) |
Accumulated deficit |
|
|
(630,127 |
) |
|
|
(4,052 |
) |
|
F11 |
|
|
(634,179 |
) |
Total stockholders' deficit attributable to Xponential Fitness, Inc. |
|
|
(125,247 |
) |
|
|
(4,757 |
) |
|
|
|
|
(130,004 |
) |
Noncontrolling interests |
|
|
(77,547 |
) |
|
|
(1,981 |
) |
|
F9 |
|
|
(79,528 |
) |
Total stockholders' deficit |
|
|
(202,794 |
) |
|
|
(6,738 |
) |
|
|
|
|
(209,532 |
) |
Total liabilities, redeemable convertible preferred stock and stockholders' deficit |
|
$ |
528,698 |
|
|
$ |
836 |
|
|
|
|
$ |
529,534 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Consolidated Statement of Operations |
|
Year Ended December 31, 2023 |
|
|
|
As Previously Reported |
|
|
Adjustments |
|
|
Reference |
|
As Corrected |
|
Revenue, net: |
|
|
|
|
|
|
|
|
|
|
|
Franchise revenue |
|
$ |
143,615 |
|
|
$ |
(368 |
) |
|
B, F1 |
|
$ |
143,247 |
|
Merchandise revenue |
|
|
34,146 |
|
|
|
(871 |
) |
|
E2, C |
|
|
33,275 |
|
Other service revenue |
|
|
57,153 |
|
|
|
516 |
|
|
D1, C |
|
|
57,669 |
|
Total revenue, net |
|
|
318,660 |
|
|
|
(723 |
) |
|
|
|
|
317,937 |
|
Operating costs and expenses: |
|
|
|
|
|
|
|
|
|
|
|
Costs of product revenue |
|
|
57,979 |
|
|
|
2,352 |
|
|
F4, E2, F5, F8, C, F7 |
|
|
60,331 |
|
Costs of franchise and service revenue |
|
|
15,911 |
|
|
|
74 |
|
|
F10 |
|
|
15,985 |
|
Selling, general and administrative expenses |
|
|
166,828 |
|
|
|
2,035 |
|
|
F3, F6, A, F10, F2 |
|
|
168,863 |
|
Impairment of goodwill and other assets |
|
|
16,667 |
|
|
|
83 |
|
|
F5 |
|
|
16,750 |
|
Acquisition and transaction expenses (income) |
|
|
(17,964 |
) |
|
|
(500 |
) |
|
C |
|
|
(18,464 |
) |
Total operating costs and expenses |
|
|
278,987 |
|
|
|
4,044 |
|
|
|
|
|
283,031 |
|
Operating income (loss) |
|
|
39,673 |
|
|
|
(4,767 |
) |
|
|
|
|
34,906 |
|
Loss before income taxes |
|
|
(642 |
) |
|
|
(4,767 |
) |
|
|
|
|
(5,409 |
) |
Income taxes (benefits) |
|
|
1,071 |
|
|
|
(37 |
) |
|
F1 |
|
|
1,034 |
|
Net loss |
|
|
(1,713 |
) |
|
|
(4,730 |
) |
|
|
|
|
(6,443 |
) |
Less: Net loss attributable to noncontrolling interests |
|
|
(810 |
) |
|
|
(1,632 |
) |
|
|
|
|
(2,442 |
) |
Net loss attributable to Xponential Fitness, Inc. |
|
$ |
(903 |
) |
|
$ |
(3,098 |
) |
|
|
|
$ |
(4,001 |
) |
|
|
|
|
|
|
|
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|
Net income (loss) per share of Class A common stock: |
|
|
|
|
|
|
|
|
|
|
|
Basic |
|
$ |
1.18 |
|
|
$ |
(0.10 |
) |
|
|
|
$ |
1.08 |
|
Diluted |
|
$ |
(0.44 |
) |
|
$ |
(0.08 |
) |
|
|
|
$ |
(0.52 |
) |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Consolidated Statement of Changes to Stockholders' Equity (Deficit) |
|
As Previously Reported |
|
|
|
Additional Paid-In Capital |
|
Receivable
from Member/
Shareholder |
|
Accumulated
Deficit |
|
Noncontrolling interests |
|
Total Equity (Deficit) |
|
Balance at December 31, 2022 |
|
$ |
505,186 |
|
$ |
(16,369 |
) |
$ |
(641,903 |
) |
$ |
(53,284 |
) |
$ |
(208,062 |
) |
Net loss |
|
|
— |
|
|
— |
|
|
(903 |
) |
|
(810 |
) |
|
(1,713 |
) |
Conversion of Class B shares to Class A shares |
|
|
10,571 |
|
|
— |
|
|
— |
|
|
(10,571 |
) |
|
— |
|
Distributions paid to Pre-IPO LLC Members |
|
|
— |
|
|
— |
|
|
— |
|
|
(12,901 |
) |
|
(12,901 |
) |
Payment received from shareholder |
|
|
— |
|
|
8,062 |
|
|
— |
|
|
— |
|
|
8,062 |
|
Balance at December 31, 2023 |
|
$ |
521,998 |
|
$ |
(15,426 |
) |
$ |
(630,127 |
) |
$ |
(77,547 |
) |
$ |
(202,794 |
) |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Adjustments |
|
|
|
Additional Paid-In Capital |
|
Receivable
from Member/
Shareholder |
|
Accumulated
Deficit |
|
Noncontrolling interests |
|
Total Equity (Deficit) |
|
Balance at December 31, 2022 |
|
$ |
(313 |
) |
$ |
(1,162 |
) |
$ |
(954 |
) |
$ |
(1,387 |
) |
$ |
(3,816 |
) |
Net loss |
|
|
— |
|
|
— |
|
|
(3,098 |
) |
|
(1,632 |
) |
|
(4,730 |
) |
Conversion of Class B shares to Class A shares |
|
|
(378 |
) |
|
— |
|
|
— |
|
|
378 |
|
|
— |
|
Distributions paid to Pre-IPO LLC Members |
|
|
— |
|
|
— |
|
|
— |
|
|
660 |
|
|
660 |
|
Payment received from shareholder |
|
|
— |
|
|
1,148 |
|
|
— |
|
|
— |
|
|
1,148 |
|
Balance at December 31, 2023 |
|
$ |
(691 |
) |
$ |
(14 |
) |
$ |
(4,052 |
) |
$ |
(1,981 |
) |
$ |
(6,738 |
) |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
As Corrected |
|
|
|
Additional Paid-In Capital |
|
Receivable
from Member/
Shareholder |
|
Accumulated
Deficit |
|
Noncontrolling interests |
|
Total Equity (Deficit) |
|
Balance at December 31, 2022 |
|
$ |
504,873 |
|
$ |
(17,531 |
) |
$ |
(642,857 |
) |
$ |
(54,671 |
) |
$ |
(211,878 |
) |
Net loss |
|
|
— |
|
|
— |
|
|
(4,001 |
) |
|
(2,442 |
) |
|
(6,443 |
) |
Conversion of Class B shares to Class A shares |
|
|
10,193 |
|
|
— |
|
|
— |
|
|
(10,193 |
) |
|
— |
|
Distributions paid to Pre-IPO LLC Members |
|
|
— |
|
|
— |
|
|
— |
|
|
(12,241 |
) |
|
(12,241 |
) |
Payment received from shareholder |
|
|
— |
|
|
9,210 |
|
|
— |
|
|
— |
|
|
9,210 |
|
Balance at December 31, 2023 |
|
$ |
521,307 |
|
$ |
(15,440 |
) |
$ |
(634,179 |
) |
$ |
(79,528 |
) |
$ |
(209,532 |
) |
|
|
|
|
|
|
|
|
|
|
|
|
|
Consolidated Statement of Cash Flows |
|
Year Ended December 31, 2023 |
|
|
|
As Previously Reported |
|
|
Adjustments |
|
|
As Corrected |
|
Cash flows from operating activities: |
|
|
|
|
|
|
|
|
|
Net loss |
|
$ |
(1,713 |
) |
|
$ |
(4,730 |
) |
|
$ |
(6,443 |
) |
Adjustments to reconcile net income (loss) to net cash provided by operating activities: |
|
|
|
|
|
|
|
|
|
Amortization of right-of-use assets |
|
|
13,005 |
|
|
|
306 |
|
|
|
13,311 |
|
Bad debt expense |
|
|
2,232 |
|
|
|
218 |
|
|
|
2,450 |
|
Impairment of goodwill and other assets |
|
|
16,667 |
|
|
|
83 |
|
|
|
16,750 |
|
Changes in assets and liabilities, net of effect of acquisitions: |
|
|
|
|
|
|
|
|
— |
|
Accounts receivable |
|
|
(7,738 |
) |
|
|
388 |
|
|
|
(7,350 |
) |
Inventories |
|
|
(3,525 |
) |
|
|
(435 |
) |
|
|
(3,960 |
) |
Prepaid expenses and other current assets |
|
|
438 |
|
|
|
(131 |
) |
|
|
307 |
|
Operating lease liabilities |
|
|
(9,049 |
) |
|
|
(276 |
) |
|
|
(9,325 |
) |
Deferred costs |
|
|
(5,440 |
) |
|
|
(272 |
) |
|
|
(5,712 |
) |
Accounts payable |
|
|
1,390 |
|
|
|
(501 |
) |
|
|
889 |
|
Accrued expenses |
|
|
1,959 |
|
|
|
2,908 |
|
|
|
4,867 |
|
Other current liabilities |
|
|
2,896 |
|
|
|
4,186 |
|
|
|
7,082 |
|
Deferred revenue |
|
|
7,287 |
|
|
|
(267 |
) |
|
|
7,020 |
|
Other liabilities |
|
|
1,677 |
|
|
|
(4,186 |
) |
|
|
(2,509 |
) |
Net cash provided by operating activities |
|
|
35,422 |
|
|
|
(2,709 |
) |
|
|
32,713 |
|
Cash flows from investing activities: |
|
|
|
|
|
|
|
|
|
Acquisition of businesses |
|
|
(3,467 |
) |
|
|
900 |
|
|
|
(2,567 |
) |
Net cash used in investing activities |
|
|
(12,589 |
) |
|
|
900 |
|
|
|
(11,689 |
) |
Cash flows from financing activities: |
|
|
|
|
|
|
|
|
|
Payments for distributions to Pre-IPO LLC Members |
|
|
(12,901 |
) |
|
|
660 |
|
|
|
(12,241 |
) |
Payment received from shareholder |
|
|
8,062 |
|
|
|
1,149 |
|
|
|
9,211 |
|
Net cash provided by (used in) financing activities |
|
|
(23,109 |
) |
|
|
1,809 |
|
|
|
(21,300 |
) |
The impact of the correction of errors to the Company's consolidated statement of operations, consolidated statement of cash flows, and consolidated statement of changes to stockholders' equity (deficit) as of and for the year ended December 31, 2022 are presented below.
|
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|
|
|
|
Consolidated Statement of Operations |
|
Year Ended December 31, 2022 |
|
|
|
As Previously Reported |
|
|
Adjustments |
|
|
Reference |
|
As Corrected |
|
Revenue, net: |
|
|
|
|
|
|
|
|
|
|
|
Franchise revenue |
|
$ |
115,286 |
|
|
$ |
(260 |
) |
|
B, F1 |
|
$ |
115,026 |
|
Merchandise revenue |
|
|
27,073 |
|
|
|
(1,095 |
) |
|
D2, E2, |
|
|
25,978 |
|
Other service revenue |
|
|
38,750 |
|
|
|
(400 |
) |
|
D1 |
|
|
38,350 |
|
Total revenue, net |
|
|
244,954 |
|
|
|
(1,755 |
) |
|
|
|
|
243,199 |
|
Operating costs and expenses: |
|
|
|
|
|
|
|
|
|
|
|
Costs of product revenue |
|
|
47,220 |
|
|
|
(769 |
) |
|
D2, F4, E2, |
|
|
46,451 |
|
Selling, general and administrative expenses |
|
|
125,452 |
|
|
|
826 |
|
|
A, F2 |
|
|
126,278 |
|
Total operating costs and expenses |
|
|
229,818 |
|
|
|
57 |
|
|
|
|
|
229,875 |
|
Operating income (loss) |
|
|
15,136 |
|
|
|
(1,812 |
) |
|
|
|
|
13,324 |
|
Income (loss) before income taxes |
|
|
3,401 |
|
|
|
(1,812 |
) |
|
|
|
|
1,589 |
|
Income taxes (benefits) |
|
|
526 |
|
|
|
(38 |
) |
|
F1 |
|
|
488 |
|
Net income (loss) |
|
|
2,875 |
|
|
|
(1,774 |
) |
|
|
|
|
1,101 |
|
Less: Net income (loss) attributable to noncontrolling interests |
|
|
945 |
|
|
|
(1,059 |
) |
|
|
|
|
(114 |
) |
Net income (loss) attributable to Xponential Fitness, Inc. |
|
$ |
1,930 |
|
|
$ |
(715 |
) |
|
|
|
$ |
1,215 |
|
|
|
|
|
|
|
|
|
|
|
|
|
Net loss per share of Class A common stock: |
|
|
|
|
|
|
|
|
|
|
|
Basic |
|
$ |
(0.87 |
) |
|
$ |
(0.01 |
) |
|
|
|
$ |
(0.88 |
) |
Diluted |
|
$ |
(0.87 |
) |
|
$ |
(0.01 |
) |
|
|
|
$ |
(0.88 |
) |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Consolidated Statement of Changes to Stockholders' Equity (Deficit) |
|
As Previously Reported |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Additional Paid-In Capital |
|
Receivable
from Member/
Shareholder |
|
Accumulated
Deficit |
|
Noncontrolling interests |
|
Total
Equity
(Deficit) |
|
Balance at December 31, 2021 |
|
$ |
— |
|
$ |
(10,600 |
) |
$ |
(643,833 |
) |
$ |
443,960 |
|
$ |
(210,469 |
) |
Net income |
|
|
— |
|
|
— |
|
|
1,930 |
|
|
945 |
|
|
2,875 |
|
Conversion of Class B shares to Class A shares |
|
|
510,382 |
|
|
— |
|
|
— |
|
|
(510,382 |
) |
|
— |
|
Balance at December 31, 2022 |
|
$ |
505,186 |
|
$ |
(16,369 |
) |
$ |
(641,903 |
) |
$ |
(53,284 |
) |
$ |
(208,062 |
) |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Adjustment |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Additional Paid-In Capital |
|
Receivable
from Member/
Shareholder |
|
Accumulated
Deficit |
|
Noncontrolling interests |
|
Total
Equity
(Deficit) |
|
Balance at December 31, 2021 |
|
$ |
— |
|
$ |
— |
|
$ |
(239 |
) |
$ |
(247 |
) |
$ |
(486 |
) |
Net loss |
|
|
— |
|
|
— |
|
|
(715 |
) |
|
(1,059 |
) |
|
(1,774 |
) |
Conversion of Class B shares to Class A shares |
|
|
(313 |
) |
|
— |
|
|
— |
|
|
313 |
|
|
— |
|
Receivable from holders of the preferred stock |
|
|
— |
|
|
(1,162 |
) |
|
— |
|
|
— |
|
|
(1,162 |
) |
Distributions paid to Pre-IPO LLC Members |
|
|
— |
|
|
— |
|
|
— |
|
|
(394 |
) |
|
(394 |
) |
Balance at December 31, 2022 |
|
$ |
(313 |
) |
$ |
(1,162 |
) |
$ |
(954 |
) |
$ |
(1,387 |
) |
$ |
(3,816 |
) |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
As Corrected |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Additional Paid-In Capital |
|
Receivable
from Member/
Shareholder |
|
Accumulated
Deficit |
|
Noncontrolling interests |
|
Total
Equity
(Deficit) |
|
Balance at December 31, 2021 |
|
$ |
— |
|
$ |
(10,600 |
) |
$ |
(644,072 |
) |
$ |
443,713 |
|
$ |
(210,955 |
) |
Net income (loss) |
|
|
— |
|
|
— |
|
|
1,215 |
|
|
(114 |
) |
|
1,101 |
|
Conversion of Class B shares to Class A shares |
|
|
510,069 |
|
|
— |
|
|
— |
|
|
(510,069 |
) |
|
— |
|
Receivable from holders of the preferred stock |
|
|
— |
|
|
(1,162 |
) |
|
— |
|
|
— |
|
|
(1,162 |
) |
Distributions paid to Pre-IPO LLC Members |
|
|
— |
|
|
— |
|
|
— |
|
|
(394 |
) |
|
(394 |
) |
Balance at December 31, 2022 |
|
$ |
504,873 |
|
$ |
(17,531 |
) |
$ |
(642,857 |
) |
$ |
(54,671 |
) |
$ |
(211,878 |
) |
|
|
|
|
|
|
|
|
|
|
|
|
|
Consolidated Statement of Cash Flows |
|
Year Ended December 31, 2022 |
|
|
|
As Previously Reported |
|
|
Adjustments |
|
|
As Corrected |
|
Cash flows from operating activities: |
|
|
|
|
|
|
|
|
|
Net income (loss) |
|
$ |
2,875 |
|
|
$ |
(1,774 |
) |
|
$ |
1,101 |
|
Changes in assets and liabilities, net of effects of acquisitions: |
|
|
|
|
|
|
|
|
|
Accounts receivable |
|
|
(12,720 |
) |
|
|
537 |
|
|
|
(12,183 |
) |
Inventories |
|
|
(3,936 |
) |
|
|
(429 |
) |
|
|
(4,365 |
) |
Prepaid expenses and other current assets |
|
|
(1,023 |
) |
|
|
394 |
|
|
|
(629 |
) |
Operating lease liabilities |
|
|
(2,496 |
) |
|
|
36 |
|
|
|
(2,460 |
) |
Accrued expenses |
|
|
(5,008 |
) |
|
|
1,230 |
|
|
|
(3,778 |
) |
Deferred revenue |
|
|
18,223 |
|
|
|
400 |
|
|
|
18,623 |
|
Net cash provided by operating activities |
|
|
51,670 |
|
|
|
394 |
|
|
|
52,064 |
|
Cash flows from financing activities: |
|
|
|
|
|
|
|
|
|
Distributions paid to Pre-IPO LLC Members |
|
|
— |
|
|
|
(394 |
) |
|
|
(394 |
) |
Net cash used in financing activities |
|
|
(21,007 |
) |
|
|
(394 |
) |
|
|
(21,401 |
) |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Year Ended December 31, 2022 |
|
|
|
As Previously Reported |
|
|
Adjustments |
|
|
As Corrected |
|
Supplemental cash flow information: |
|
|
|
|
|
|
|
|
|
Receivable from holders of the preferred stock |
|
|
— |
|
|
|
1,162 |
|
|
|
1,162 |
|
|