Dutch Bros Inc.
For the period ended Mar 31, 2025. Filed May 8, 2025.
View on SEC.govAbout this filing
A company's report for each of its first three quarters. The financial statements are not audited. It shows how the business has moved since the last annual report, and what management says changed.
Mar 31, 2025 · Filed May 8, 2025
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Non-GAAP Financial Measures
In addition to disclosing financial results in accordance with GAAP, this document 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 GAAP, and the financial results calculated in accordance with GAAP and reconciliations from these results should be carefully evaluated.
Segment contribution
Definition and/or calculation
Segment gross profit, before depreciation and amortization.
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 our industry by investors.
EBITDA, Adjusted EBITDA
EBITDA — definition and/or calculation
Net income before interest expense (net of interest income), income tax expense, and depreciation and amortization expense.
Adjusted EBITDA — definition and/or calculation
Defined as EBITDA, excluding equity-based compensation, expenses associated with equity offerings, executives transitions costs, (gain) loss on the remeasurement of the liability related to the TRAs, and organization realignment and restructuring costs.
These non-GAAP measures are supplemental operating performance measures we believe facilitate comparisons to historical performance and competitors’ operating results. We believe these 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
Definition and/or calculation
Selling, general, and administrative expenses, excluding depreciation and amortization, equity-based compensation expense, expenses associated with equity offerings, executive transitions costs, and organization realignment and restructuring costs.
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 measure presented provides investors with a supplemental view of our operating performance that facilitates analysis and comparisons of our ongoing business operations because it excludes items that may not be indicative of our ongoing operating performance.
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, including RSAs, RSUs and PSUs, in Dutch Bros Inc. to certain eligible employees.
Expenses associated with equity offerings
Costs incurred as a result of our equity offerings, including secondary offerings by our Sponsor. These costs include, but are not limited to, legal fees, consulting fees, tax fees, and accounting fees.
Executive transitions
Employee severance and related benefit costs, as well as sign-on bonus(es) for several executive-level transitions occurring in 2022 and 2023, and amortized through the first quarter of 2024.
TRAs remeasurements
(Gain) loss impacts related to adjustments of our TRAs liabilities.
Organization realignment and restructuring
Fees and costs, including consulting, employee-related and other costs, in connection with our comprehensive initiative to develop and implement a long-term strategy involving changes to our organizational structure to support our growth. This initiative resulted in realignment activities that occurred in 2023, and restructuring activities that commenced in 2024, and were substantially completed in March 2025. Given this strategic initiative's magnitude and scope, we do not expect such costs will recur in the foreseeable future, and do not consider such costs reflective of the ongoing costs necessary to operate our business.
The following are reconciliations of the most comparable GAAP metric to non-GAAP metrics (presented in dollars and as a percentage of revenue):
| Three Months Ended March 31, | ||||
|---|---|---|---|---|
| 2025 | 2024 | |||
| (dollars in thousands; unaudited) | $ | % | $ | % |
| Company-operated shops gross profit | 71,498 | 21.9 | 54,305 | 21.9 |
| Depreciation and amortization | 24,567 | 7.5 | 19,694 | 7.9 |
| Company-operated shops contribution | 96,065 | 29.4 | 73,999 | 29.8 |
| Three Months Ended March 31, | ||||
|---|---|---|---|---|
| 2025 | 2024 | |||
| (dollars in thousands; unaudited) | $ | % | $ | % |
| Franchising and other gross profit | 18,495 | 64.4 | 17,468 | 64.7 |
| Depreciation and amortization | 1,461 | 5.1 | 1,295 | 4.8 |
| Franchising and other contribution | 19,956 | 69.5 | 18,763 | 69.5 |
| Three Months Ended March 31, | ||||
|---|---|---|---|---|
| 2025 | 2024 | |||
| (dollars in thousands; unaudited) | $ | % | $ | % |
| Net income | 22,480 | 6.3 | 16,215 | 5.9 |
| Depreciation and amortization | 26,430 | 7.4 | 21,253 | 7.7 |
| Interest expense, net | 7,115 | 2.1 | 6,393 | 2.3 |
| Income tax expense | 1,459 | 0.4 | 8,772 | 3.2 |
| EBITDA | 57,484 | 16.2 | 52,633 | 19.1 |
| Equity-based compensation | 4,194 | 1.2 | 1,933 | 0.7 |
| Expenses associated with equity offerings | — | — | 961 | 0.3 |
| Executive transitions | — | — | 75 | — |
| TRAs remeasurement | — | — | (5,687) | (2.0) |
| Organization realignment and restructuring: | ||||
| Employee-related costs | 1,009 | 0.3 | 2,625 | 1.0 |
| Other costs | 219 | — | — | — |
| Total organization realignment and restructuring | 1,228 | 0.3 | 2,625 | 1.0 |
| Adjusted EBITDA | 62,906 | 17.7 | 52,540 | 19.1 |
| Three Months Ended March 31, | ||||
|---|---|---|---|---|
| 2025 | 2024 | |||
| (dollars in thousands; unaudited) | $ | % | $ | % |
| Selling, general, and administrative | 58,921 | 16.6 | 46,194 | 16.8 |
| Depreciation and amortization | (402) | (0.1) | (264) | (0.1) |
| Equity-based compensation | (3,794) | (1.1) | (1,839) | (0.7) |
| Expenses associated with equity offerings | — | — | (961) | (0.3) |
| Executives transition | — | — | (75) | — |
| Organization realignment and restructuring: | ||||
| Employee-related costs | (1,009) | (0.3) | (2,625) | (1.0) |
| Other costs | (219) | — | — | — |
| Total organization realignment and restructuring | (1,228) | (0.3) | (2,625) | (1.0) |
| Adjusted selling, general, and administrative | 53,497 | 15.1 | 40,430 | 14.7 |
The text of this filing, as the company filed it with the SEC, without its images or exhibits. This is not investment advice.