Xponential Fitness, Inc. Quarterly report pursuant to Section 13 or 15(d)

Quarterly report pursuant to Section 13 or 15(d)

Condensed Consolidated Statements of Cash Flows

Condensed Consolidated Statements of Cash Flows - USD ($) $ in Thousands	3 Months Ended				6 Months Ended		12 Months Ended
	Jun. 30, 2024	Mar. 31, 2024	Jun. 30, 2023	Mar. 31, 2023	Jun. 30, 2024	Jun. 30, 2023	Dec. 31, 2023
Cash flows from operating activities:
Net income (loss)	$ (13,662)	$ (4,356)	$ 27,524	$ (14,979)	$ (18,018)	$ 12,545
Adjustments to reconcile net income (loss) to net cash provided by operating activities:
Depreciation and amortization	4,517		4,288		8,953	8,485
Amortization and write off of debt issuance cost					124	296
Amortization of discount on long-term debt					2,201	1,218
Change in contingent consideration from acquisitions					2,770	(15,510)
Non-cash lease expense					3,937	3,347
Bad debt expense					1,467	897
Equity-based compensation					8,138	12,111
Non-cash interest					(649)	(856)
Loss (gain) on disposal of assets					(6,660)	133
Impairment of goodwill and other assets	12,089		7,238		12,089	7,238
Changes in assets and liabilities, net of effect of acquisition:
Accounts receivable					1,715	(2,022)
Inventories					1,451	(983)
Prepaid expenses and other current assets					(2,386)	(5,280)
Operating lease liabilities					(2,699)	(2,636)
Deferred costs					2,051	(1,192)
Notes receivable, net					2	2
Accounts payable					3,419	9,302
Accrued expenses					35	1,174
Other current liabilities					3,197	663
Deferred revenue					(11,404)	1,945
Other assets					282	(59)
Other liabilities					(4,319)	(253)
Net cash provided by operating activities					5,696	30,565
Cash flows from investing activities:
Purchases of property and equipment					(2,984)	(4,360)
Proceeds from sale of assets					346	0
Purchase of studios					0	(164)
Purchase of intangible assets					(1,016)	(1,431)
Notes receivable issued					0	(31)
Notes receivable payments received					393	373
Acquisition of business					(8,500)	0
Net cash used in investing activities					(11,761)	(5,613)
Cash flows from financing activities:
Borrowings from long-term debt					38,701	126,100
Payments on long-term debt					(41,178)	(1,824)
Debt issuance costs					(269)	(115)
Payment of preferred stock dividend					(1,968)	(2,612)
Payments for taxes related to net share settlement of restricted share units					0	(8,111)
Proceeds from issuance of common stock in connection with stock-based compensation plans					74	0
Payment for tax receivable agreement					(136)	(1,163)
Payments for redemption of preferred stock					0	(130,766)
Payments for distributions to Pre-IPO LLC Members					(236)	(532)
Payment received from shareholder (Note 10)					0	1,290
Loan to shareholder					0	(4,400)
Net cash used in financing activities					(5,012)	(22,133)
Increase (decrease) in cash, cash equivalents and restricted cash					(11,077)	2,819
Cash, cash equivalents and restricted cash, beginning of period		$ 37,094		$ 37,370	37,094	37,370	$ 37,370
Cash, cash equivalents and restricted cash, end of period	26,017		40,189		26,017	40,189	$ 37,094
Supplemental cash flow information:
Interest paid					20,100	14,958
Income taxes paid, net					407	1,102
Noncash investing and financing activity:
Capital expenditures accrued					1,179	1,265
Adjustment of convertible preferred stock to redemption value					6,094	17,109
Liability-classified restricted stock units vested					0	2,250
Deemed contribution from redemption of convertible preferred stock					0	12,679
Accrued tax withholding related to convertible preferred stock dividend					0	1,316
Contingent consideration upon acquisition	$ 446		$ 0		446	0
Debt issuance costs paid-in-kind-long-term debt					4,059	0
Non-cash proceeds from sale of asset					275	0
Preferred stock dividend paid-in-kind					$ 2,150	$ 0