FORM 10-K Filing Information This section details XPEL, Inc.'s Form 10-K filing for FY2023, confirming its status as a large accelerated filer and compliance with reporting requirements General Information This section identifies the filing as an Annual Report on Form 10-K for the fiscal year ended December 31, 2023, for XPEL, Inc., a Nevada corporation - XPEL, Inc. is a Nevada corporation, filing its Annual Report on Form 10-K for the fiscal year ended December 31, 20232 Indicator Status | Indicator | Status | | :--- | :--- | | Well-known seasoned issuer | No | | Required to file reports pursuant to Section 13 or 15(d) | Yes | | Filed all reports required by Section 13 or 15(d) in preceding 12 months | Yes | | Submitted Interactive Data File pursuant to Rule 405 of Regulation S-T | Yes | | Filer Status | Large accelerated filer | | Shell company | No | - The aggregate market value of common stock held by non-affiliates as of June 30, 2023, was approximately $2,100,717,483, with 27,631,097 shares outstanding as of February 28, 202445 Cautionary Notice Regarding Forward-Looking Statements This notice advises that the report contains forward-looking statements subject to risks and uncertainties, cautioning readers against undue reliance Forward-Looking Statements Disclosure This section advises readers that the Annual Report contains forward-looking statements reflecting current expectations and projections about future events and financial trends - Forward-looking statements reflect current expectations and projections about future events and financial trends, subject to risks, uncertainties, and assumptions121314 - Key areas of forward-looking statements include strategy, market expansion (vertical and regional), and future product offerings13 - Readers are advised to consider 'Risk Factors' and other cautionary statements, as forward-looking statements are not guarantees of future performance and may not be accurate1316 Explanatory Note This note clarifies that the report includes estimates and statistical data from various sources and confirms XPEL's ownership of proprietary rights Report Data and Trademarks This section clarifies that the report includes estimates and statistical data from independent parties and the company, which involve assumptions and limitations - The Annual Report includes estimates and statistical data on market size and growth, which are subject to assumptions and limitations18 - XPEL owns or has rights to trademarks, trade names, copyrights, and proprietary rights for its business operations, products, and formulations19 Summary of Risk Factors This section summarizes significant risks that could adversely affect XPEL's business, financial condition, or results of operations Overview of Key Risks This section provides a summary of the most significant risks that could adversely affect XPEL's business, financial condition, or results of operations - Operational Risks include reliance on a single distributor in China, potential harm from loss of key personnel, supply chain disruptions, and product quality risks due to an asset-light model2427 - Risks Related to Business and Industry highlight dependence on the automotive industry, competition, fluctuations in raw material costs, and potential obsolescence of products due to technological advancements2527 - Strategic Risks involve challenges in new product introductions, dependence on independent installers and dealerships, and difficulties in identifying and integrating acquisitions2627 - Legal, Regulatory and Compliance Risks cover product liability, anti-corruption laws, international trade compliance, intellectual property infringement, and cybersecurity threats2831 - Liquidity Risks include potential for substantial future indebtedness, uncertainty of additional financing, and exposure to interest rate volatility2931 - Risks Relating to Common Stock address stock price volatility, potential dilution from future equity issuances, and the company's policy of not paying cash dividends2931 - General Risk Factors encompass global economic conditions, public health crises, and broader economic, political, and market instabilities3031 Part I This part provides a comprehensive overview of XPEL's business, including its products, strategies, sales channels, competition, and regulatory environment Item 1. Business XPEL, Inc. is a global supplier and installer of automotive and architectural protective films and coatings, focusing on customer proximity and market expansion Company Overview XPEL, Inc. supplies and installs protective films and coatings, originating as a software company for vehicle patterns and expanding into product sales - XPEL supplies and installs automotive paint protection film, automotive window film, ceramic coatings, architectural window film products, and related tools32 - The company originated as a software company designing vehicle patterns for protective films, later expanding into product sales, with the ULTIMATE self-healing film introduced in 2011 driving significant growth33 Products and Services XPEL offers a diverse portfolio of products and services, with paint and surface protection films being the primary revenue driver, alongside window films, ceramic coatings, and software Consolidated Revenue Breakdown by Product/Service (FY2023) | Product/Service Category | % of Consolidated Revenue (FY2023) | | :----------------------- | :--------------------------------- | | Surface and Paint Protection Film Rolls | 58.0% | | Automotive Window Film Rolls | 14.8% | | Architectural Window Film Rolls | 2.3% | | Ceramic coating | < 2% | | Software (DAP subscriptions) | < 2% | | Installation Services (including product and labor) | 18% | - Paint protection film is the flagship product, designed to protect vehicle painted surfaces from damage, with installation often aided by software and pattern databases35 - The Design Access Platform (DAP) is a proprietary SAAS platform with over 80,000 vehicle applications, used by the Company and customers to cut protective films, enhancing installer efficiency and reducing waste4041 Strategic Overview XPEL's strategic initiatives focus on global expansion, increasing brand awareness, expanding delivery channels through acquisitions, and diversifying its non-automotive product portfolio - Global expansion strategy includes establishing local presence and adding regional sales personnel to leverage local knowledge45 - Increasing global brand awareness through high-visibility events and advertising to expand the Company's premium brand46 - Expanding delivery channels by acquiring installation facilities and international partners, completing four acquisitions in 2023 to get closer to end customers4748 - Driving expansion of the non-automotive product portfolio, particularly architectural window film, and exploring adjacent market opportunities for protective films48 Sales and Distribution XPEL utilizes a multi-channel sales and distribution strategy, primarily selling directly to independent installers and new car dealerships, which accounted for the majority of its consolidated revenue in 2023 - Primary sales channel is a turn-key solution directly to independent installers and new car dealerships, including protection films, training, DAP software access, and marketing support5051 Consolidated Revenue Breakdown by Sales Channel (FY2023) | Sales Channel | % of Consolidated Revenue (FY2023) | | :----------------------------------- | :--------------------------------- | | Independent Installers/New Car Dealerships | 63.2% | | Distributors (including China Distributor) | 18.1% | | Company-Owned Installation Centers/Dealership Services | 14.0% | | Automobile Original Equipment Manufacturers (OEMs) | 4.1% | | Online and Catalog Sales | < 1.0% | - In China, XPEL operates through a sole distributor, Shanghai Xing Ting Trading Co., Ltd., which generated approximately 10.5% of consolidated revenue in 202355 - XPEL operates 24 company-owned installation centers globally and provides on-site installation services to automobile dealerships and OEMs5759 Competition XPEL competes with other manufacturers and distributors of automotive protective film products, differentiating itself through a comprehensive suite of services including proprietary software and customer support - XPEL competes primarily with other manufacturers and distributors of automotive protective film products61 - Key competitors in surface and paint protection film include Eastman Chemical Company (LLumar and Suntek brands) and several smaller companies62 - Differentiation is achieved through a suite of services accompanying products, such as proprietary software (DAP), marketing/lead generation, and customer service61 Suppliers XPEL employs an 'asset-light' manufacturing model, relying on third-party contract manufacturers and suppliers for most products, while internalizing conversion operations like quality assurance - The company uses an 'asset-light' manufacturing model, sourcing most products from third-party contract manufacturers and suppliers63 - Product lines include those with owned/licensed IP, those made exclusively by third parties, and those sourced non-exclusively64 - XPEL internalizes conversion operations such as quality assurance, inspection, rewinding, boxing, and packaging63 Government Regulation and Legislation XPEL's operations are subject to extensive federal, state, and foreign laws and regulations covering manufacturing, distribution, advertising, consumer protection, privacy, data security, export controls, and anti-corruption - Compliance is required with federal, state, and foreign laws and regulations across manufacturing, packaging, storage, distribution, advertising, and labeling66 - Subject to privacy and data security laws, including GDPR and CPRA, which govern personal data handling and impose obligations in case of security breaches6670 - Products are subject to export controls (e.g., U.S. Department of Commerce's Export Administration Regulations) and economic sanctions (e.g., U.S. Treasury Department's Office of Foreign Asset Controls)68 - Compliance with domestic and international anti-corruption laws, such as the U.S. Foreign Corrupt Practices Act and the U.K. Bribery Act, is mandated69 Environmental Matters XPEL is subject to various environmental, health, and safety laws and regulations, is ISO 14001:2015 registered, and actively recycles materials from its operations - XPEL complies with federal, state, local, and foreign environmental, health, and safety laws and regulations71 - The company is ISO 14001:2015 registered and accredited71 - XPEL recycles plastic cores, film waste, corrugated boxes, and other materials from its conversion operations72 Intellectual Property and Brand Protection XPEL owns and defends intellectual property rights, including patents, copyrights, and trademarks, which are crucial for its brand and products, actively enforcing these rights globally - XPEL owns intellectual property rights, including patents, copyrights, and trademarks, which provide a competitive advantage73 - The company aggressively pursues and defends its intellectual property rights globally to protect its brand and products74 Human Capital Resources As of December 31, 2023, XPEL employed approximately 1,054 people globally, focusing on recruiting, retaining, developing, and compensating its workforce through competitive pay and benefits - As of December 31, 2023, XPEL employed approximately 1,054 full-time equivalents (710 in the U.S., 344 internationally)75 - The company's compensation strategy includes competitive market-based pay, comprehensive benefits, and cash and equity incentives to attract and retain talent76 Available Information XPEL, Inc. was incorporated in Nevada in 2003 and provides its Annual Reports, Quarterly Reports, and other SEC filings on its investor relations website - XPEL, Inc. was incorporated in Nevada in October 200377 - The company makes its SEC filings (10-K, 10-Q, 8-K) available on its investor relations website (www.xpel.com) under 'Corporate Filings / Financial Results'78 Item 1A. Risk Factors This section details various risks that could materially affect XPEL's business, financial condition, and results of operations, categorized into operational, business, strategic, legal, liquidity, common stock, and general factors Operational Risks Operational risks include significant reliance on a single distributor in China, political and economic uncertainties in the Chinese market, potential loss of key personnel, supply chain disruptions, and product quality risks from an asset-light model - XPEL relies on a single distributor in China, which accounted for approximately 10.5% of consolidated revenue in 2023; loss of this relationship could severely harm the business8083 - Operating in China carries risks such as political/economic uncertainties, limited legal recourse, uncertain interpretation of laws, and potential impacts from U.S.-China trade policies8384858789 - The company depends on key executive officers (Ryan L. Pape, Barry R. Wood) and other highly qualified personnel; loss or inability to attract talent could disrupt operations90 - Disruptions from contract manufacturers or suppliers, or inability to obtain sufficient supply, could lead to unmet customer demands, increased costs, and impact product quality92939495 - The asset-light business model exposes XPEL to product quality and variable cost risks, and a transition away from this model could introduce new operational and capital risks959697 - Financial statements rely on estimates and assumptions (e.g., revenue recognition, asset impairment, inventory reserves), which if inaccurate, could materially affect reported results9899 - Failure to maintain effective internal control over financial reporting could lead to inaccurate financial reports, fraud, and loss of investor confidence100 Risks Related to Our Business and Industry XPEL's business is highly dependent on the cyclical automotive industry, facing intense competition, fluctuating raw material costs, evolving sales models, and technological advancements that could render products obsolete - High dependence on the automotive industry means a contraction in automotive sales and production volumes could adversely affect business101 - Fluctuations in the cost and availability of raw materials, equipment, labor, and transportation could cause manufacturing delays, increase costs, or impact ability to meet demand102 - The after-market automotive product supply business is highly competitive, with many competitors having greater financial, marketing, and technical resources103104 - Harm to XPEL's reputation or product reputation, whether real or perceived, could adversely affect the business106 - Revenue and operating results may fluctuate due to factors like customer relationships, demand variations, pricing policies, and general economic conditions, making results difficult to predict107108 - Changes in the North American vehicle dealership model (e.g., fewer franchised dealerships, manufacturer-owned distribution) could impact revenue109 - Increased popularity of ride-sharing or alternate vehicle ownership models could reduce consumer vehicle ownership and impact revenue110 - Technological advancements in automotive paint or film application methods could render some of XPEL's products or installation services obsolete111112114 - Infringement of intellectual property, particularly proprietary patterns, could impact XPEL's ability to compete effectively113115 Strategic Risks Strategic risks include the failure of new products, dependence on independent installers, challenges in integrating acquisitions, and exposure to political, economic, and currency exchange rate risks from multinational operations - New product introductions or significant changes to existing products may fail to meet customer expectations or generate sufficient revenue, leading to customer loss or business harm116 - Dependence on independent installers and new car dealerships, who may also offer competitors' products or terminate relationships, could harm sales117118 - Inability to identify, finance, or successfully complete suitable acquisitions, or the failure to integrate acquired businesses, could consume significant resources and dilute stockholder interests119120 - Failure to retain and acquire new customers, due to competing products, unmet demands, or changes in customer preferences, could materially and adversely affect financial performance122123124 - Operating a multinational business (43% of 2023 revenue from outside U.S.) exposes XPEL to political, regulatory, economic, and other risks inherent in numerous countries125 - Volatility in currency exchange rates, particularly a strengthening U.S. dollar, could materially adversely affect financial condition, results of operations, and cash flows126 - Failure to manage rapid growth effectively, including expanding systems, recruiting personnel, and integrating acquisitions, could strain management and operational infrastructure127128129 Legal, Regulatory and Compliance Risks XPEL faces legal and compliance risks including product liability, anti-corruption law violations, international trade non-compliance, intellectual property challenges, and cybersecurity threats, which could lead to significant financial and reputational harm - Inherent risk of product liability and warranty claims, which could result in material losses, defense costs, and damage to reputation130131132 - Violations of anti-corruption laws (e.g., FCPA, U.K. Bribery Act) could lead to investigations, criminal/civil sanctions, and material adverse effects on reputation and business133134 - Failure to satisfy international trade compliance regulations or changes in U.S. government sanctions could result in penalties, reputational harm, and restrictions on product distribution135 - Changes in U.S. administrative policy, trade agreements, or international relations (e.g., tariffs) could adversely affect financial performance136 - Modifications to trade agreements between the United Kingdom and the European Union could negatively impact competitive position and financial performance137 - Intellectual property challenges, including infringement by third parties or claims against XPEL, could hinder product development, marketing, and incur significant litigation costs138139140 - Failure, inadequacy, or breach of IT systems, infrastructure, or business information, or violations of data protection laws (e.g., GDPR, CPRA), could result in material harm to business and reputation141142143144145 Liquidity Risks XPEL faces liquidity risks related to potential increased indebtedness, uncertainty of obtaining additional financing, exposure to interest rate volatility from variable-rate debt, and the risk of breaching credit facility covenants - Future incurrence of substantial indebtedness could increase vulnerability to economic conditions, reduce cash flow for operations/investments, and limit financial flexibility146147 - Uncertainty that additional financing will be available on reasonable terms when required, potentially leading to dilution for existing stockholders if equity is issued149 - Variable rate indebtedness exposes the company to interest rate volatility, which could significantly increase debt service obligations and decrease net income/cash flows150 - A breach of credit facility terms or financial covenants could result in an event of default, allowing lenders to accelerate repayment and foreclose on assets, potentially impacting the company's ability to operate as a going concern148 Risks Relating to Common Stock Risks related to XPEL's common stock include potential price declines due to unfavorable analyst commentary or stock volatility, dilution from future equity issuances, the company's non-dividend policy, and anti-takeover provisions - Unfavorable commentary or downgrades by research analysts could cause the price and trading volume of common stock to decline151 - The trading price of common stock has been and may continue to be volatile due to various factors, including economic conditions, company announcements, and industry changes152153 - Issuance of additional equity securities or other transactions could dilute the book value and market price of common stock, as existing stockholders do not have preemptive rights154 - The Board may issue preferred stock with greater rights than common stock without stockholder approval155 - XPEL has not paid cash dividends and has no plans to do so, which could result in a lower stock value compared to dividend-paying companies156157 - Sales of shares eligible for future sale (e.g., under Rule 144) could depress the stock price and impair the ability to raise additional capital158159 - Future equity issuances for acquisitions or capital market transactions may dilute stockholders' percentage ownership and earnings per share160 - Anti-takeover provisions in bylaws and Nevada corporate statute could make a third-party acquisition difficult without board approval161 - Directors and executive officers, with affiliates, beneficially owned approximately 9.5% of outstanding common stock as of February 28, 2024, giving them substantial control162 - Bylaws designate state and federal courts in Bexar County, Texas, as the exclusive forum for most stockholder disputes, potentially limiting stockholders' ability to choose a favorable judicial forum163164 General Risk Factors General risk factors include the impact of global economic and business conditions on demand for XPEL's discretionary products, potential disruptions from public health crises, and adverse effects from macroeconomic developments, political issues, and conflicts - Demand for XPEL's discretionary products is affected by general global economic and business conditions, including economic strength, consumer confidence, unemployment, and interest rates165 - A public health crisis, such as a pandemic, could create business disruptions with a material adverse effect on operations and financial results166 - Macroeconomic developments, political issues, and conflicts (e.g., Russo-Ukrainian war, Israeli-Hamas conflict) can adversely affect business, financial condition, and results of operations167 Item 1B. Unresolved Staff Comments This section states that there are no unresolved staff comments from the SEC - There are no unresolved staff comments168 Item 1C. Cybersecurity XPEL maintains a cyber risk management program based on ISO 27001 standards, including 24/7 monitoring and regular assessments, overseen by the Audit Committee - XPEL maintains a cyber risk management program integrated into its enterprise risk management system, based on ISO 27001 standards169170 - A third-party organization conducts 24/7 monitoring of the global cybersecurity environment and coordinates incident investigation and remediation171 - The Director of Enterprise Systems leads the cybersecurity program, assessing and managing risks, and briefing the Audit Committee quarterly173174 - While cyber incidents occur in the normal course of business, none have had a material adverse effect on the company's business, financial condition, results of operations, or cash flows to date175 Item 2. Properties XPEL's principal office is in San Antonio, Texas, with operations conducted in leased facilities across North America, Europe, Asia, and Australia, deemed suitable for current business needs - The principal office is located in leased premises in San Antonio, Texas176 - Operations are conducted in facilities across North America, Europe, Asia, and Australia, housing production, distribution, installation, sales, marketing, and administrative functions176 Principal Facilities as of December 31, 2023 | Country or Region | Installation and Sales Locations | Warehouse Locations | Administrative, Training, and Other Locations | Leased Square Footage | | :---------------- | :------------------------------- | :------------------ | :------------------------------------------ | :-------------------- | | United States | 10 | 3 | 1 | 291,900 | | Continental Europe | 3 | 1 | 2 | 88,451 | | Canada | 10 | 3 | 1 | 73,506 | | Mexico | 1 | 1 | — | 13,659 | | United Kingdom | 1 | 1 | — | 14,835 | | Asia Pacific | 2 | 1 | — | 20,484 | - The company believes its facilities are suitable and sufficient for current business needs177 Item 3. Legal Proceedings XPEL is occasionally involved in legal actions and claims related to its business, with management believing a material impact on financial position is unlikely, and liabilities are periodically reexamined - XPEL is party to actions and potential claims related to commercial disputes, product liability, patent infringement, and employment matters178 - Management believes a material impact on financial position, results of operations, or cash flows from future claims is unlikely, but acknowledges the inherent uncertainty of litigation179 - Estimates of probable liabilities and associated expenses are periodically reexamined and adjusted179 Item 4. Mine Safety Disclosures This item is not applicable to XPEL, Inc - This item is not applicable180 Part II This part covers XPEL's common equity market, financial condition, results of operations, market risk disclosures, and financial statements Item 5. Market for Registrant's Common Equity, Related Stockholder Matters and Issuer Purchases of Equity Securities XPEL's Common Stock trades on The Nasdaq Stock Market LLC, with 11 stockholders of record as of February 28, 2024, and no cash dividends paid or repurchases in 2023 Holders As of February 28, 2024, XPEL had 11 stockholders of record, excluding shares held in 'street name' - As of February 28, 2024, there were 11 stockholders of record183 Dividend Policy XPEL has not paid cash dividends on its Common Stock and does not anticipate doing so in the foreseeable future, retaining earnings for future expansion - No cash dividends have been paid on Common Stock to date, and none are anticipated in the foreseeable future156183 - Any future dividend decisions are at the discretion of the Board, with anticipated earnings retained to finance future expansion157183 Stock Performance This section provides a comparison of XPEL's common stock cumulative total stockholder return against the Russell 2000 Index and the S&P 500 Index from December 31, 2019, through December 31, 2023 - Stock performance is compared to the Russell 2000 Index and S&P 500 Index from December 31, 2019, through December 31, 2023185 - The Russell 2000 Index is used as a benchmark due to the company's non-comparability with specific industry indices or peer groups186 Purchases of Equity Securities XPEL did not repurchase any shares of its Common Stock during the year ended December 31, 2023 - No shares of Common Stock were repurchased during the year ended December 31, 2023187 Item 6. [Reserved] This item is reserved and contains no information - This item is reserved188 Item 7. Management's Discussion and Analysis of Financial Condition and Results of Operations This section provides an executive summary and detailed analysis of XPEL's financial condition and results of operations for 2023, 2022, and 2021, highlighting revenue growth, improved gross margins, and increased net income Executive Summary XPEL reported strong financial performance for 2023, with total revenue increasing by 22.3% and net income growing by 27.6% compared to 2022, driven by improved gross margins and operational efficiency Summary Financial Information (Dollars in thousands) | Metric | 2023 | % of Total Revenue (2023) | 2022 | % of Total Revenue (2022) | 2021 | % of Total Revenue (2021) | % Change 2023 vs. 2022 | % Change 2022 vs. 2021 | | :------------------ | :--- | :------------------------ | :--- | :------------------------ | :--- | :------------------------ | :--------------------- | :--------------------- | | Total Revenue | $396,293 | 100.0% | $323,993 | 100.0% | $259,263 | 100.0% | 22.3% | 25.0% | | Total Cost of Sales | $233,879 | 59.0% | $196,481 | 60.6% | $166,586 | 64.3% | 19.0% | 17.9% | | Gross Margin | $162,414 | 41.0% | $127,512 | 39.4% | $92,677 | 35.7% | 27.4% | 37.6% | | Total Operating Expenses | $95,442 | 24.1% | $73,575 | 22.7% | $52,561 | 20.3% | 29.7% | 40.0% | | Operating Income | $66,972 | 16.9% | $53,937 | 16.6% | $40,116 | 15.5% | 24.2% | 34.5% | | Other Expenses | $941 | 0.2% | $1,972 | 0.6% | $676 | 0.3% | (52.3)% | 191.7% | | Income Tax | $13,231 | 3.3% | $10,584 | 3.3% | $7,873 | 3.0% | 25.0% | 34.4% | | Net Income | $52,800 | 13.3% | $41,381 | 12.8% | $31,567 | 12.2% | 27.6% | 31.1% | Company Overview XPEL is a leading global provider of protective films and coatings, emphasizing high-quality products, customer service, technical support, and training, supported by its proprietary DAP software - XPEL is a leading global provider of protective films and coatings, including automotive paint protection film, surface protection film, automotive and commercial/residential window films, and ceramic coatings190 - The company emphasizes high-quality products, leading customer service, expert technical support, and world-class training, supported by its proprietary DAP software190 Key Business Metric - Non-GAAP Financial Measures XPEL's management primarily monitors Earnings Before Interest, Taxes, Depreciation, and Amortization (EBITDA) as a key non-GAAP financial measure to track operating performance, compare results, and for planning purposes - EBITDA is the most important non-GAAP financial measure monitored by management to track business progress191 - EBITDA is used for comparing operating performance, calculating incentive compensation, planning, evaluating operational strategies, and assessing debt covenant compliance192 Reconciliation of Net Income to EBITDA (Dollars in thousands) | Metric | 2023 | % of Total Revenue (2023) | 2022 | % of Total Revenue (2022) | 2021 | % of Total Revenue (2021) | | :---------------- | :--- | :------------------------ | :--- | :------------------------ | :--- | :------------------------ | | Net Income | $52,800 | 13.3% | $41,381 | 12.8% | $31,567 | 12.2% | | Interest | $1,248 | 0.3% | $1,410 | 0.4% | $303 | 0.1% | | Taxes | $13,231 | 3.3% | $10,584 | 3.3% | $7,873 | 3.0% | | Depreciation | $4,534 | 1.1% | $3,433 | 1.1% | $1,887 | 0.7% | | Amortization | $5,059 | 1.3% | $4,401 | 1.4% | $2,501 | 1.0% | | EBITDA | $76,872 | 19.4% | $61,209 | 18.9% | $44,131 | 17.0% | Use of Non-GAAP Financial Measures XPEL clarifies that EBITDA is a non-GAAP measure and should be considered supplementary to GAAP financial measures, not as a substitute, acknowledging its limitations as an analytical tool - EBITDA is a non-GAAP financial measure and should be considered in addition to, not as a substitute for, GAAP measures194 - Limitations of EBITDA include not reflecting certain cash charges and potential incomparability with other companies' measures195 Results of Operations XPEL's results of operations for 2023 show significant growth across both product and service revenues, leading to improved gross margins and net income, driven by increased demand and strategic channel focus Revenue Total revenue increased by 22.3% in 2023 to $396.3 million, with product revenue growing 20.6% and service revenue growing 29.0%, driven by broad-based demand and product adoption Revenue by Category (Dollars in thousands) | Category | 2023 | 2022 | 2021 | % Change 2023 vs. 2022 | % Change 2022 vs. 2021 | | :---------------- | :--- | :--- | :--- | :--------------------- | :--------------------- | | Product Revenue | $311,406 | $258,174 | $217,283 | 20.6% | 18.8% | | Service Revenue | $84,887 | $65,819 | $41,980 | 29.0% | 56.8% | | Total Revenue | $396,293 | $323,993 | $259,263 | 22.3% | 25.0% | Product Revenue Breakdown (Dollars in thousands) | Product Line | 2023 Revenue | % of Total Revenue (2023) | % Change 2023 vs. 2022 | | :-------------------- | :----------- | :------------------------ | :--------------------- | | Paint protection film | $229,880 | 58.0% | 19.5% | | Window film | $67,951 | 17.1% | 25.0% | | Other | $13,575 | 3.5% | 18.8% | Service Revenue Breakdown (Dollars in thousands) | Service Line | 2023 Revenue | % of Total Revenue (2023) | % Change 2023 vs. 2022 | | :---------------- | :----------- | :------------------------ | :--------------------- | | Software | $6,518 | 1.6% | 25.0% | | Cutbank credits | $17,626 | 4.4% | 8.0% | | Installation labor | $58,477 | 14.8% | 36.5% | | Training and other | $2,266 | 0.6% | 55.1% | Sales by Geographic Region (Dollars in thousands) | Region | 2023 Sales | % of Total Revenue (2023) | % Change 2023 vs. 2022 | | :---------------- | :----------- | :------------------------ | :--------------------- | | United States | $224,839 | 56.7% | 18.4% | | Canada | $43,506 | 11.0% | 11.6% | | China | $41,576 | 10.5% | 22.3% | | Continental Europe | $34,883 | 8.8% | 41.2% | | Middle East/Africa | $16,472 | 4.2% | 56.9% | | United Kingdom | $13,438 | 3.4% | 30.5% | | Asia Pacific | $11,943 | 3.0% | 32.3% | | Latin America | $8,737 | 2.2% | 61.5% | | Other | $899 | 0.2% | (22.9)% | - Automotive window film grew 20.2% to $58.5 million, and architectural window film revenue increased 65.9% to $9.5 million in 2023201 - FUSION ceramic coating product revenue grew 51.7% to $6.2 million in 2023202 Cost of Sales Total cost of sales increased by 19.0% in 2023, with product costs rising 16.5% and service costs growing 35.0%, commensurate with revenue growth and expansion of installation services - Product costs increased 16.5% in 2023, aligning with product revenue growth208 - Cost of service revenue grew 35.0% in 2023, primarily due to increased labor costs from the expanding installation business208 Gross Margin Overall gross margin increased to 41.0% in 2023 from 39.4% in 2022, driven by improved product gross margin due to decreased costs and favorable product mix, despite a slight decrease in service gross margin Gross Margin by Category (Dollars in thousands) | Category | 2023 | % of Category Revenue (2023) | 2022 | % of Category Revenue (2022) | 2021 | % of Category Revenue (2021) | | :-------- | :--- | :--------------------------- | :--- | :--------------------------- | :--- | :--------------------------- | | Product | $113,398 | 36.4% | $88,269 | 34.2% | $65,997 | 30.4% | | Service | $49,016 | 57.7% | $39,243 | 59.6% | $26,680 | 63.6% | | Total | $162,414 | 41.0% | $127,512 | 39.4% | $92,677 | 35.7% | - Product gross margin percentage increased due to decreases in product costs, favorable changes in product mix, and improved operating leverage209 - Service gross margin percentage decreased due to a higher percentage of lower-margin installation labor revenue relative to other higher-margin service components210 Operating Expenses Total operating expenses increased by 29.7% in 2023, with sales and marketing expenses rising 25.3% and general and administrative expenses growing 32.0%, driven by personnel, occupancy, IT, R&D, and professional fees - Sales and marketing expenses increased 25.3% in 2023, representing 8.0% of consolidated revenue, driven by increased personnel and marketing projects211 - General and administrative expenses grew 32.0% in 2023, representing 16.1% of consolidated revenue, due to increases in personnel, occupancy, IT, research and development, and professional fees212 Income Tax Expense Income tax expense increased to $13.2 million in 2023 from $10.6 million in 2022, with effective income tax rates of 20.0% and 20.4%, respectively Income Tax Expense and Effective Rate | Metric | 2023 | 2022 | | :---------------- | :--- | :--- | | Income Tax Expense | $13.2 million | $10.6 million | | Effective Income Tax Rate | 20.0% | 20.4% | Net Income Net income for 2023 increased by 27.6% to $52.8 million, primarily due to strong revenue growth and improved margins Net Income (Dollars in millions) | Metric | 2023 | % Change YoY | | :-------- | :--- | :----------- | | Net Income | $52.8 | 27.6% | Item 7A. Quantitative and Qualitative Disclosures about Market Risk XPEL is exposed to currency risk from non-U.S. operations and interest rate risk from variable-rate debt, with potential impacts from inflation, though it does not currently hedge these exposures - XPEL has operations exposing it to currency risk in British Pound Sterling, Canadian Dollar, Euro, Mexican Peso, New Taiwanese Dollar, and Australian Dollar232 - Translation adjustments from foreign operations are recorded in accumulated other comprehensive income; the company does not currently hedge this exposure232 - Borrowings under revolving lines of credit expose XPEL to market risk from changes in variable interest rates; a hypothetical 200 basis point increase could materially impact financial statements233 - The company does not currently have derivative contracts to hedge interest rate risk233 - Significant inflationary pressures could adversely affect business if not offset by price increases234 Item 8. Financial Statements and Supplementary Data This section presents XPEL's audited consolidated financial statements for 2023, 2022, and 2021, including balance sheets, income statements, comprehensive income, equity changes, and cash flows, along with detailed notes Report of Independent Registered Public Accounting Firm Deloitte & Touche LLP issued an unqualified opinion on XPEL's consolidated financial statements for the three years ended December 31, 2023, and on the effectiveness of its internal control over financial reporting - Deloitte & Touche LLP issued an unqualified opinion on the consolidated financial statements for the three years ended December 31, 2023239 - An unqualified opinion was also expressed on the effectiveness of the Company's internal control over financial reporting as of December 31, 2023240 - No critical audit matters were identified244 Consolidated Balance Sheets XPEL's consolidated balance sheets show a significant increase in total assets and stockholders' equity from 2022 to 2023, driven by growth in current assets and goodwill from acquisitions Consolidated Balance Sheet Highlights (In thousands) | Metric | December 31, 2023 | December 31, 2022 | | :-------------------------------- | :------------------ | :------------------ | | Assets | | | | Cash and cash equivalents | $11,609 | $8,056 | | Accounts receivable, net | $24,111 | $14,726 | | Inventory, net | $106,509 | $80,575 | | Total current assets | $146,454 | $106,821 | | Property and equipment, net | $16,980 | $14,203 | | Intangible assets, net | $34,905 | $29,294 | | Goodwill | $37,461 | $26,763 | | Total assets | $252,041 | $193,362 | | Liabilities | | | | Accounts payable and accrued liabilities | $32,444 | $22,970 | | Total current liabilities | $36,472 | $27,402 | | Borrowings on line of credit | $19,000 | $26,000 | | Total liabilities | $72,052 | $68,640 | | Stockholders' Equity | | | | Retained earnings | $168,624 | $115,824 | | Total stockholders' equity | $179,989 | $124,722 | - Total assets increased by $58.68 million (30.3%) from $193.36 million in 2022 to $252.04 million in 2023248 - Total stockholders' equity increased by $55.27 million (44.3%) from $124.72 million in 2022 to $179.99 million in 2023248 Consolidated Statements of Income XPEL's consolidated statements of income show robust growth in 2023, with total revenue increasing by 22.3% to $396.3 million and net income rising by 27.6% to $52.8 million, resulting in diluted earnings per share of $1.91 Consolidated Statements of Income Highlights (In thousands, except per share data) | Metric | 2023 | 2022 | 2021 | | :---------------------- | :--- | :--- | :--- | | Total revenue | $396,293 | $323,993 | $259,263 | | Gross Margin | $162,414 | $127,512 | $92,677 | | Operating Income | $66,972 | $53,937 | $40,116 | | Income before income taxes | $66,031 | $51,965 | $39,440 | | Income tax expense | $13,231 | $10,584 | $7,873 | | Net income | $52,800 | $41,381 | $31,567 | | Basic Earnings per share | $1.91 | $1.50 | $1.14 | | Diluted Earnings per share | $1.91 | $1.50 | $1.14 | - Total revenue increased by 22.3% from $323.99 million in 2022 to $396.29 million in 2023250 - Net income increased by 27.6% from $41.38 million in 2022 to $52.80 million in 2023250 - Diluted earnings per share increased from $1.50 in 2022 to $1.91 in 2023250 Consolidated Statements of Comprehensive Income XPEL's total comprehensive income for 2023 was $53.79 million, an increase from $39.77 million in 2022, including net income and a positive foreign currency translation adjustment Consolidated Statements of Comprehensive Income (In thousands) | Metric | 2023 | 2022 | 2021 | | :------------------------ | :--- | :--- | :--- | | Net income | $52,800 | $41,381 | $31,567 | | Foreign currency translation | $994 | $(1,613) | $(657) | | Total comprehensive income | $53,794 | $39,768 | $30,910 | - Total comprehensive income increased by 35.3% from $39.77 million in 2022 to $53.79 million in 2023252 - Foreign currency translation resulted in a gain of $994 thousand in 2023, reversing a loss of $1,613 thousand in 2022252 Consolidated Statements of Changes in Stockholders' Equity XPEL's total stockholders' equity significantly increased to $179.99 million in 2023 from $124.72 million in 2022, primarily driven by net income and stock-based compensation, alongside a positive foreign currency translation adjustment Consolidated Statements of Changes in Stockholders' Equity Highlights (In thousands) | Metric | December 31, 2023 | December 31, 2022 | | :-------------------------- | :------------------ | :------------------ | | Common Stock (Amount) | $28 | $28 | | Additional Paid-in Capital | $12,546 | $11,073 | | Retained Earnings | $168,624 | $115,824 | | Accumulated Other Comprehensive Loss | $(1,209) | $(2,203) | | Total Stockholders' Equity | $179,989 | $124,722 | - Total stockholders' equity increased by $55.27 million (44.3%) in 2023256 - Net income contributed $52.80 million to retained earnings in 2023256 - Stock-based compensation added $1.47 million to additional paid-in capital in 2023256 - Accumulated other comprehensive loss improved by $994 thousand due to foreign currency translation in 2023256 Consolidated Statements of Cash Flows XPEL's cash flows from operating activities significantly increased to $37.38 million in 2023, primarily due to higher operating earnings and reduced inventory purchases, while investing activities rose due to acquisitions Consolidated Statements of Cash Flows Highlights (In thousands) | Cash Flow Activity | 2023 | 2022 | 2021 | | :------------------------------------ | :--- | :--- | :--- | | Net cash provided by operating activities | $37,384 | $12,057 | $18,268 | | Net cash used in investing activities | $(26,353) | $(14,156) | $(56,808) | | Net cash (used in) provided by financing activities | $(7,259) | $602 | $19,241 | | Net change in cash and cash equivalents | $3,772 | $(1,497) | $(19,299) | | Cash and cash equivalents at end of year | $11,609 | $8,056 | $9,644 | - Operating cash flows increased significantly from $12.06 million in 2022 to $37.38 million in 2023, driven by higher operating earnings and reduced inventory purchases216258 - Cash used in investing activities increased to $26.35 million in 2023, primarily due to additional cash outlay for acquisitions217258 - Financing activities resulted in a net cash outflow of $7.26 million in 2023, mainly due to net repayments on credit facilities218258 - Cash and cash equivalents at year-end 2023 increased to $11.61 million from $8.06 million in 2022258 Notes to Consolidated Financial Statements These notes provide detailed information on XPEL's significant accounting policies, revenue recognition, business acquisitions, asset valuations, debt obligations, employee benefits, capital stock, stock-based compensation, fair value measurements, income taxes, commitments, contingencies, and leases 1. SIGNIFICANT ACCOUNTING POLICIES This note outlines XPEL's key accounting policies, including basis of presentation, segment reporting, use of estimates, foreign currency translation, inventory valuation, goodwill impairment, intangible asset amortization, revenue recognition, and business acquisitions - XPEL operates as one operating segment, with the CEO reviewing consolidated results monthly262 - Inventories are valued at the lower of cost or net realizable value, with cost determined on a weighted average basis; reserves for discontinued, slow-moving, and excess inventory were $0.8 million in 2023267268 - Goodwill is tested for impairment annually (December 31) at the reporting unit level; no impairment was recognized in 2023 or 2022269 - Intangible assets (software, customer relationships, trademarks) are amortized on a straight-line basis over their expected useful lives (e.g., software 5 years, customer relationships 9-10 years)270271 - Revenue is recognized when performance obligations are satisfied by transferring control of products or services to customers, primarily at a point in time273 - Research and development costs were $2.9 million in 2023, significantly up from $0.4 million in 2022 and 2021275 - Warranty liability was $0.4 million as of December 31, 2023, based on historical claims277 - Deferred income tax assets and liabilities are computed for temporary differences, with a valuation allowance recorded against net operating losses and intangibles in foreign jurisdictions277325 - Stock-based compensation cost is measured at grant date fair value and recognized over the service period278 - Identifiable assets acquired and liabilities assumed in business combinations are measured at fair value at acquisition date, with any excess purchase price recorded as goodwill281 2. REVENUE XPEL recognizes revenue by applying a five-step model, transferring control of goods and services to customers, primarily at a point in time, with contract liabilities for prepayments totaling $0.76 million at year-end 2023 - Revenue is recognized when performance obligations are satisfied by transferring control of promised goods and services to a customer, typically at a point in time285286 - Sales taxes are excluded from revenue, and shipping/handling costs are included in cost of sales285 Contract Liabilities (In thousands) | Metric | 2023 | 2022 | | :---------------------------------------------------- | :--- | :--- | | Balance, December 31 | $761 | $261 | | Revenue recognized related to payments in prior balance | $(206) | $(768) | | Payments received for which performance obligations not satisfied | $691 | $206 | | Effect of Foreign Currency Translation | $15 | $5 | Disaggregation of Revenue by Product Category (In thousands) | Category | 2023 | 2022 | 2021 | | :---------------- | :--- | :--- | :--- | | Product Revenue | $311,406 | $258,174 | $217,283 | | Paint protection film | $229,880 | $192,374 | $169,880 | | Window film | $67,951 | $54,370 | $38,363 | | Other | $13,575 | $11,430 | $9,040 | | Service Revenue | $84,887 | $65,819 | $41,980 | | Software | $6,518 | $5,213 | $4,373 | | Cutbank credits | $17,626 | $16,317 | $12,372 | | Installation labor | $58,477 | $42,828 | $24,253 | | Training and other | $2,266 | $1,461 | $982 | | Total | $396,293 | $323,993 | $259,263 | - The largest customer accounted for 10.5% of net sales in both 2023 and 2022, down from 17.9% in 2021291 3. ACQUISITIONS OF BUSINESSES XPEL completed four acquisitions in 2023 for an aggregate preliminary purchase price of $20.8 million, contributing $4.8 million in revenue and $0.4 million in net income to the consolidated financial statements, recognizing goodwill and intangible assets - XPEL completed four acquisitions in 2023 for an aggregate preliminary purchase price of $20.8 million293294 - Acquisitions in 2023 contributed $4.8 million in revenue and $0.4 million in net income to the consolidated financial statements297 Acquisition Purchase Price Allocation (In thousands) | Allocation Item | 2023 Acquisitions | | :------------------------ | :---------------- | | Cash | $1,062 | | Other working capital | $868 | | Property and equipment | $878 | | Trade name | $406 | | Customer relationships | $8,720 | | Goodwill | $10,422 | | Deferred tax liability | $(1,482) | | Total Purchase Price | $20,774 | - Goodwill from these acquisitions relates to expansion into new geographical areas, acquired employee knowledge, institutional distribution abilities, and expected synergies295 - Unaudited pro forma revenue for 2023, assuming 2023 acquisitions occurred on January 1, 2023, would be $407.27 million, with net income of $53.18 million298 4. PROPERTY AND EQUIPMENT, NET XPEL's net property and equipment increased to $16.98 million in 2023 from $14.20 million in 2022, with depreciation expense for 2023 at $4.5 million, allocated between cost of goods sold and general and administrative expense Property and Equipment, Net (In thousands) | Category | December 31, 2023 | December 31, 2022 | | :---------------------- | :------------------ | :------------------ | | Total property and equipment | $30,850 | $23,494 | | Less: accumulated depreciation | $13,870 | $9,291 | | Property and equipment, net | $16,980 | $14,203 | Geographic Property, Plant and Equipment, Net (In thousands) | Region | 2023 | 2022 | | :------------- | :--- | :--- | | United States | $13,942 | $12,511 | | Canada | $1,332 | $469 | | Europe | $1,359 | $1,093 | | Other | $347 | $130 | | Consolidated | $16,980 | $14,203 | - Depreciation expense for 2023 was $4.5 million, up from $3.4 million in 2022300 5. INTANGIBLE ASSETS, NET XPEL's net intangible assets increased to $34.91 million in 2023, primarily comprising contractual and customer relationships, software, and trade names, with amortization expense for 2023 at $5.1 million Intangible Assets, Net (In thousands) | Category | December 31, 2023 | December 31, 2022 | | :------------------------------ | :------------------ | :------------------ | | Total at cost | $50,524 | $39,767 | | Less: Accumulated amortization | $15,619 | $10,473 | | Intangible assets, net | $34,905 | $29,294 | Geographic Intangible Assets, Net (In thousands) | Region | 2023 | 2022 | | :------------- | :--- | :--- | | United States | $24,178 | $23,749 | | Canada | $5,738 | $3,127 | | Europe | $4,353 | $1,685 | | Other | $636 | $733 | | Consolidated | $34,905 | $29,294 | - Amortization expense for 2023 was $5.1 million, up from $4.4 million in 2022301 Estimated Future Amortization Expense (In thousands) | Year | Amount | | :--- | :----- | | 2024 | $5,626 | | 2025 | $5,369 | | 2026 | $5,290 | | 2027 | $4,911 | | 2028 | $4,587 | | Thereafter | $9,122 | 6. GOODWILL XPEL's goodwill increased to $37.46 million in 2023, primarily due to additions from acquisitions totaling $10.42 million, with no impairment recognized in 2023 or 2022 Changes in Goodwill Carrying Amounts (In thousands) | Metric | 2023 | 2022 | | :-------------------------- | :--- | :--- | | Balance at December 31 | $37,461 | $26,763 | | Additions | $10,422 | $1,826 | | Foreign currency translation | $276 | $(718) | Geographic Goodwill (In thousands) | Region | 2023 | 2022 | | :------------- | :--- | :--- | | United States | $20,371 | $17,699 | | Canada | $10,397 | $5,108 | | Europe | $5,660 | $2,923 | | Other | $1,033 | $1,033 | | Consolidated | $37,461 | $26,763 | - Goodwill additions in 2023 were $10.42 million, primarily from acquisitions302 7. INVENTORIES XPEL's net inventory increased to $106.51 million in 2023 from $80.58 million in 2022, with finished goods as the largest component and inventory reserves at $0.8 million Components of Inventory, Net (In thousands) | Component | December 31, 2023 | December 31, 2022 | | :---------------- | :------------------ | :------------------ | | Raw materials | $22,308 | $10,416 | | Work in process | $6,230 | $6,756 | | Finished goods | $77,971 | $63,403 | | Total | $106,509 | $80,575 | - Inventory reserves were $0.8 million as of December 31, 2023, up from $0.7 million in 2022268 8. DEBT XPEL has a $125.0 million revolving credit facility, with an outstanding balance of $19.0 million as of December 31, 2023, bearing variable interest rates and including financial covenants, all of which were in compliance - XPEL has a revolving credit facility of up to $125.0 million, with an outstanding balance of $19.0 million as of December 31, 2023221304 - Borrowings bear interest at variable rates (Base Rate or Adjusted Term SOFR), with rates of 6.5% and 6.4% respectively at December 31, 2023222305 - The credit agreement includes two financial covenants: Consolidated Total Leverage Ratio not to exceed 3.50 to 1.00, and Consolidated Interest Coverage Ratio not to be less than 3.00 to 1.00226308 - As of December 31, 2023, XPEL was in compliance with all debt covenants309 - XPEL Canada Corp. has a separate CAD $4.5 million revolving credit facility, with no outstanding balance as of December 31, 2023226308 9. EMPLOYEE BENEFIT PLANS XPEL sponsors defined contribution plans for most employees, with discretionary company contributions totaling $1.0 million in 2023, an increase from $0.8 million in 2022 - XPEL sponsors defined contribution plans for substantially all employees310 Company Contribution Expenses (In millions) | Year | Amount | | :--- | :----- | | 2023 | $1.0 | | 2022 | $0.8 | | 2021 | $0.5 | 10. ACCOUNTS PAYABLE AND ACCRUED LIABILITIES XPEL's accounts payable and accrued liabilities increased to $32.44 million in 2023 from $22.97 million in 2022, primarily driven by increases in trade payables and contract liabilities Accounts Payable and Accrued Liabilities (In thousands) | Component | December 31, 2023 | December 31, 2022 | | :------------------------ | :------------------ | :------------------ | |
XPEL(XPEL) - 2023 Q4 - Annual Report