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UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
________________________
FORM 10-Q
________________________________________________

QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934
For the quarterly period ended October 8, 2022

TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934
For the transition period from ________ to ________.

Commission file number 001-16797
________________________

aap-20221008_g1.jpg
ADVANCE AUTO PARTS, INC.
(Exact name of registrant as specified in its charter)
________________________
Delaware54-2049910
(State or other jurisdiction of incorporation or organization)(I.R.S. Employer Identification No.)

4200 Six Forks Road, Raleigh, North Carolina 27609
(Address of principal executive offices) (Zip Code)
 
(540) 362-4911
(Registrant’s telephone number, including area code)

Securities Registered Pursuant to Section 12(b) of the Act:
Title of each classTrading symbolName of each exchange on which registered
Common Stock, $0.0001 par valueAAPNew York Stock Exchange
 
Not Applicable
(Former name, former address and former fiscal year, if changed since last report).

Indicate by check mark whether the registrant (1) has filed all reports required to be filed by Section 13 or 15(d) of the Securities Exchange Act of 1934 during the preceding 12 months (or for such shorter period that the registrant was required to file such reports), and (2) has been subject to such filing requirements for the past 90 days. Yes No

Indicate by check mark whether the registrant has submitted electronically every Interactive Data File required to be submitted pursuant to Rule 405 of Registration S-T (§232.405 of this chapter) during the preceding 12 months (or for such shorter period that the registrant was required to submit such files). Yes No

Indicate by check mark whether the registrant is a large accelerated filer, an accelerated filer, a non-accelerated filer, a smaller reporting company or an emerging growth company. See the definitions of “large accelerated filer,” “accelerated filer,” “smaller reporting company” and “emerging growth company” in Rule 12b-2 of the Exchange Act.

Large accelerated filerAccelerated filer
Non-accelerated filerSmaller reporting company
Emerging growth company

If an emerging growth company, indicate by check mark if the registrant has elected not to use the extended transition period for complying with any new or revised financial accounting standards provided pursuant to Section 13(a) of the Exchange Act.

Indicate by check mark whether the registrant is a shell company (as defined in Rule 12b-2 of the Exchange Act). Yes No

As of November 14, 2022, the number of shares of the registrant’s common stock outstanding was 59,253,716 shares.


TABLE OF CONTENTS
   
 Page
 
  
  
  
  
 
 
 
 
 


NOTE REGARDING FORWARD-LOOKING STATEMENTS

Certain statements herein are “forward-looking statements” within the meaning of the Private Securities Litigation Reform Act of 1995. Forward-looking statements are usually identifiable by words such as “anticipate,” “believe,” “could,” “estimate,” “expect,” “forecast,” “guidance,” “intend,” “likely,” “may,” “plan,” “position,” “possible,” “potential,” “probable,” “project,” “should,” “strategy,” “will,” or similar language. All statements other than statements of historical fact are forward-looking statements, including, but not limited to, statements about our strategic initiatives, operational plans and objectives, expectations for economic conditions and recovery and future business and financial performance, as well as statements regarding underlying assumptions related thereto. Forward-looking statements reflect our views based on historical results, current information and assumptions related to future developments. Except as may be required by law, we undertake no obligation to update any forward-looking statements made herein. Forward-looking statements are subject to a number of risks and uncertainties that could cause actual results to differ materially from those projected or implied by the forward-looking statements. They include, among others, factors related to the timing and implementation of strategic initiatives, including with respect to labor shortages or disruptions and the impact on our ability to complete store openings, deterioration of general macroeconomic conditions, the highly competitive nature of our industry, demand for our products and services, complexities in our inventory and supply chain, challenges with transforming and growing our business and factors related to the current global pandemic. Please refer to “Item 1A. Risk Factors” of our most recent Annual Report on Form 10-K filed with the Securities and Exchange Commission (“SEC”), as updated by our subsequent filings with the SEC, for a description of these and other risks and uncertainties that could cause actual results to differ materially from those projected or implied by the forward-looking statements.
1

PART I. FINANCIAL INFORMATION
 
ITEM 1.CONDENSED CONSOLIDATED FINANCIAL STATEMENTS

Advance Auto Parts, Inc. and Subsidiaries
Condensed Consolidated Balance Sheets
(in thousands, except per share data) (Unaudited)
AssetsOctober 8, 2022January 1, 2022
Current assets:  
Cash and cash equivalents$191,204 $601,428 
Receivables, net845,667 782,785 
Inventories4,926,579 4,659,018 
Other current assets199,069 232,245 
Total current assets6,162,519 6,275,476 
Property and equipment, net of accumulated depreciation of $2,534,559 and $2,403,567
1,663,939 1,528,311 
Operating lease right-of-use assets2,625,638 2,671,810 
Goodwill989,946 993,744 
Other intangible assets, net625,673 651,217 
Other assets64,364 73,651 
Total assets$12,132,079 $12,194,209 
Liabilities and Stockholders’ Equity  
Current liabilities:  
Accounts payable$4,097,412 $3,922,007 
Accrued expenses681,216 777,051 
Current portion of long-term debt185,000  
Other current liabilities479,273 481,249 
Total current liabilities5,442,901 5,180,307 
Long-term debt1,187,916 1,034,320 
Noncurrent operating lease liabilities2,251,560 2,337,651 
Deferred income taxes433,717 410,606 
Other long-term liabilities99,910 103,034 
Total liabilities9,416,004 9,065,918 
Commitments and contingencies
Stockholders’ equity:  
Preferred stock, nonvoting, $0.0001 par value
  
Common stock, voting, $0.0001 par value
8 8 
Additional paid-in capital886,438 845,407 
Treasury stock, at cost(2,842,896)(2,300,288)
Accumulated other comprehensive loss(54,298)(22,627)
Retained earnings4,726,823 4,605,791 
Total stockholders’ equity2,716,075 3,128,291 
Total liabilities and stockholders’ equity$12,132,079 $12,194,209 

The accompanying notes to the condensed consolidated financial statements are an integral part of these statements.
2

Advance Auto Parts, Inc. and Subsidiaries
Condensed Consolidated Statements of Operations
(in thousands, except per share data) (Unaudited)
 Twelve Weeks EndedForty Weeks Ended
October 8, 2022October 9, 2021October 8, 2022October 9, 2021
Net sales$2,641,341 $2,621,229 $8,680,977 $8,601,014 
Cost of sales, including purchasing and warehousing costs
1,461,490 1,438,775 4,808,888 4,744,383 
Gross profit1,179,851 1,182,454 3,872,089 3,856,631 
Selling, general and administrative expenses1,002,653 953,256 3,289,940 3,130,376 
Operating income177,198 229,198 582,149 726,255 
Other, net:
Interest expense(12,039)(8,587)(35,114)(28,085)
Loss on early redemption of senior unsecured notes  (7,408) 
Other (expense) income, net(17,741)1,810 (18,314)7,790 
Total other, net(29,780)(6,777)(60,836)(20,295)
Income before provision for income taxes147,418 222,421 521,313 705,960 
Provision for income taxes36,436 52,608 126,137 171,521 
Net income$110,982 $169,813 $395,176 $534,439 
Basic earnings per common share$1.85 $2.70 $6.52 $8.28 
Weighted-average common shares outstanding60,053 62,854 60,656 64,555 
Diluted earnings per common share$1.84 $2.68 $6.47 $8.22 
Weighted-average common shares outstanding60,384 63,348 61,045 65,008 


Condensed Consolidated Statements of Comprehensive Income
(in thousands) (Unaudited)
 Twelve Weeks EndedForty Weeks Ended
October 8, 2022October 9, 2021October 8, 2022October 9, 2021
Net income$110,982 $169,813 $395,176 $534,439 
Other comprehensive (loss) income:
Changes in net unrecognized other postretirement costs, net of tax of $25, $25, $41 and $69
(70)(70)(116)(194)
Currency translation adjustments(33,439)1,527 (31,555)5,127 
Total other comprehensive (loss) income(33,509)1,457 (31,671)4,933 
Comprehensive income$77,473 $171,270 $363,505 $539,372 


The accompanying notes to the condensed consolidated financial statements are an integral part of these statements.
3

Advance Auto Parts, Inc. and Subsidiaries
Condensed Consolidated Statements of Changes in Stockholders’ Equity
(in thousands, except per share data) (Unaudited)
Twelve Weeks Ended October 8, 2022
Common StockAdditional
Paid-in Capital
Treasury Stock, at CostAccumulated Other
Comprehensive Loss
Retained EarningsTotal
Stockholders’ Equity
SharesAmount
Balance at July 16, 202260,118 $8 $875,500 $(2,766,457)$(20,789)$4,706,547 $2,794,809 
Net income— — — — — 110,982 110,982 
Total other comprehensive loss— — — — (33,509)— (33,509)
Issuance of shares upon the exercise of stock options1 — 142 — — — 142 
Restricted stock units and deferred stock units vested22 — — — — —  
Share-based compensation— — 10,946 — — — 10,946 
Stock issued under employee stock purchase plan7 — 1,050 — — — 1,050 
Repurchases of common stock(452)— — (76,439)— — (76,439)
Cash dividends declared ($1.50 per common share)
— — — — — (90,706)(90,706)
Other — (1,200)— — — (1,200)
Balance at October 8, 202259,696 $8 $886,438 $(2,842,896)$(54,298)$4,726,823 $2,716,075 
Twelve Weeks Ended October 9, 2021
Common StockAdditional
Paid-in Capital
Treasury Stock, at CostAccumulated Other
Comprehensive Loss
Retained EarningsTotal
Stockholders’ Equity
SharesAmount
Balance at July 17, 202163,499 $8 $818,126 $(1,973,371)$(23,283)$4,480,085 $3,301,565 
Net income
— — — — — 169,813 169,813 
Total other comprehensive income— — — — 1,457 — 1,457 
Restricted stock units and deferred stock units vested29 — — — — —  
Share-based compensation— — 16,040 — — — 16,040 
Stock issued under employee stock purchase plan4 — 868 — — — 868 
Repurchases of common stock(1,119)— — (230,213)— — (230,213)
Cash dividends declared ($1.00 per common share)
— — — — — (62,994)(62,994)
Other — (1)— — — (1)
Balance at October 9, 202162,413 $8 $835,033 $(2,203,584)$(21,826)$4,586,904 $3,196,535 

The accompanying notes to the condensed consolidated financial statements are an integral part of these statements.
4

Advance Auto Parts, Inc. and Subsidiaries
Condensed Consolidated Statements of Changes in Stockholders’ Equity
(in thousands, except per share data) (Unaudited)
Forty Weeks Ended October 8, 2022
 Common StockAdditional
Paid-in Capital
Treasury Stock, at CostAccumulated Other
Comprehensive Loss
Retained EarningsTotal
Stockholders’ Equity
 SharesAmount
Balance at January 1, 202262,009 $8 $845,407 $(2,300,288)$(22,627)$4,605,791 $3,128,291 
Net income— — — — — 395,176 395,176 
Total other comprehensive loss— — — — (31,671)— (31,671)
Issuance of shares upon the exercise of stock options3 — 496 — — — 496 
Restricted stock units and deferred stock units vested281 — — — — —  
Share-based compensation— — 40,291 — — — 40,291 
Stock issued under employee stock purchase plan25 — 3,144 — — — 3,144 
Repurchases of common stock(2,622)— — (542,608)— — (542,608)
Cash dividends declared ($4.50 per common share)
— — — — — (274,144)(274,144)
Other — (2,900)— — — (2,900)
Balance at October 8, 202259,696 $8 $886,438 $(2,842,896)$(54,298)$4,726,823 $2,716,075 
Forty Weeks Ended October 9, 2021
 Common StockAdditional
Paid-in Capital
Treasury Stock, at CostAccumulated Other
Comprehensive Loss
Retained EarningsTotal
Stockholders’ Equity
 SharesAmount
Balance at January 2, 202166,361 $8 $783,709 $(1,394,080)$(26,759)$4,196,634 $3,559,512 
Net income
— — — — — 534,439 534,439 
Total other comprehensive income— — — — 4,933 — 4,933 
Restricted stock units and deferred stock units vested277 — — — — —  
Share-based compensation— — 49,631 — — — 49,631 
Stock issued under employee stock purchase plan23 — 1,737 — — — 1,737 
Repurchases of common stock(4,285)— — (809,504)— — (809,504)
Cash dividends declared ($2.25 per common share)
— — — — — (144,169)(144,169)
Other37 — (44)— — — (44)
Balance at October 9, 202162,413 $8 $835,033 $(2,203,584)$(21,826)$4,586,904 $3,196,535 


The accompanying notes to the condensed consolidated financial statements are an integral part of these statements.
5

Advance Auto Parts, Inc. and Subsidiaries
Condensed Consolidated Statements of Cash Flows
(in thousands) (Unaudited)
 Forty Weeks Ended
October 8, 2022October 9, 2021
Cash flows from operating activities:  
Net income$395,176 $534,439 
Adjustments to reconcile net income to net cash provided by operating activities:
Depreciation and amortization215,224 194,737 
Share-based compensation40,291 49,631 
Loss and impairment of long-lived assets2,858 7,570 
Loss on early redemption of senior unsecured notes 7,408  
Provision for deferred income taxes24,144 32,425 
Other, net2,064 1,388 
Net change in:
Receivables, net(66,902)(180,605)
Inventories(284,271)90,993 
Accounts payable187,331 108,393 
Accrued expenses(34,046)137,395 
Other assets and liabilities, net(6,183)(51,430)
Net cash provided by operating activities483,094 924,936 
Cash flows from investing activities:  
Purchases of property and equipment(333,639)(190,983)
Proceeds from sales of property and equipment1,821 2,102 
Net cash used in investing activities(331,818)(188,881)
Cash flows from financing activities:  
Borrowings under credit facilities1,123,000  
Payments on credit facilities(938,000) 
Borrowings on senior unsecured notes348,618  
Payments on senior unsecured notes(201,081) 
Dividends paid(336,230)(160,925)
Repurchases of common stock(542,608)(809,504)
Other, net463 1,691 
Net cash used in financing activities(545,838)(968,738)
Effect of exchange rate changes on cash(15,662)2,336 
Net decrease in cash and cash equivalents(410,224)(230,347)
Cash and cash equivalents, beginning of period
601,428 834,992 
Cash and cash equivalents, end of period
$191,204 $604,645 
Non-cash transactions:
Accrued purchases of property and equipment$13,126 $8,632 


The accompanying notes to the condensed consolidated financial statements are an integral part of these statements.
6

Advance Auto Parts, Inc. and Subsidiaries
Notes to the Condensed Consolidated Financial Statements
(Amounts presented in thousands, except per share data, unless otherwise stated)
(Unaudited)

1.    Nature of Operations and Basis of Presentation

Description of Business

Advance Auto Parts, Inc. and subsidiaries is a leading automotive aftermarket parts provider in North America, serving both professional installers (“professional”) and “do-it-yourself” (“DIY”) customers. The accompanying condensed consolidated financial statements have been prepared by us and include the accounts of Advance Auto Parts, Inc., its wholly owned subsidiaries, Advance Stores Company, Incorporated (“Advance Stores”) and Neuse River Insurance Company, Inc., and their subsidiaries (collectively referred to as “Advance,” “we,” “us” or “our”).

As of October 8, 2022, we operated a total of 4,747 stores and 313 branches primarily within the United States, with additional locations in Canada, Puerto Rico and the U.S. Virgin Islands. In addition, as of October 8, 2022, we served 1,335 independently owned Carquest branded stores across the same geographic locations served by our stores and branches in addition to Mexico and various Caribbean islands. Our stores operate primarily under the trade names “Advance Auto Parts” and “Carquest” and our branches operate under the “Worldpac” and “Autopart International” trade names.

The accounting policies followed in the presentation of interim financial results are consistent with those followed on an annual basis. Certain information and footnote disclosures normally included in financial statements prepared in accordance with accounting principles generally accepted in the United States of America (“GAAP”), have been condensed or omitted based upon the Securities and Exchange Commission (“SEC”) interim reporting principles. These condensed consolidated financial statements should be read in conjunction with the financial statements and notes thereto included in our Annual Report on Form 10-K for 2021 as filed with the SEC on February 15, 2022.

The accompanying condensed consolidated financial statements reflect all normal recurring adjustments that are necessary to present fairly the results for the interim periods presented. The results of operations for the interim periods are not necessarily indicative of the operating results to be expected for the full year. Our first quarter of the year contains sixteen weeks. Our remaining three quarters each consist of twelve weeks.

2.    Significant Accounting Policies

Revenues

The following table summarizes disaggregated revenue from contracts with customers by product group:
Twelve Weeks EndedForty Weeks Ended
October 8, 2022October 9, 2021October 8, 2022October 9, 2021
Percentage of Sales:
Parts and Batteries67 %68 %66 %66 %
Accessories and Chemicals20 19 20 21 
Engine Maintenance12 12 13 12 
Other1 1 1 1 
Total100 %100 %100 %100 %

3.    Inventories

Inventories are stated at the lower of cost or market. We used the last in, first out (“LIFO”) method of accounting for approximately 90.8% of inventories as of October 8, 2022 and 89.8% of inventories as of January 1, 2022. Under the LIFO method, our Cost of sales reflects the costs of the most recently purchased inventories, while the inventory carrying balance represents the costs for inventories purchased in the forty weeks ended October 8, 2022 and prior years. As a result of changes in the LIFO reserve, we recorded an increase to Cost of sales of $67.5 million and $29.4 million for the twelve weeks ended October 8, 2022 and October 9, 2021 and an increase to Cost of sales of $240.8 million and $71.6 million for the forty weeks ended October 8, 2022 and October 9, 2021 to state inventories at LIFO.
7

Advance Auto Parts, Inc. and Subsidiaries
Notes to the Condensed Consolidated Financial Statements
(Amounts presented in thousands, except per share data, unless otherwise stated)
(Unaudited)

An actual valuation of inventory under the LIFO method is performed by us at the end of each year based on inventory levels and carrying costs at that time. Accordingly, interim LIFO calculations are based on our estimates of expected inventory levels and costs at the end of the year.

Inventory balances were as follows:
October 8, 2022January 1, 2022
Inventories at first in, first out (“FIFO”)$5,134,220 $4,625,900 
Adjustments to state inventories at LIFO(207,641)33,118 
Inventories at LIFO$4,926,579 $4,659,018 
    

4.    Intangible Assets

Our definite-lived intangible assets include customer relationships and non-compete agreements. Amortization expense was $7.0 million and $7.2 million for the twelve weeks ended October 8, 2022 and October 9, 2021 and $23.6 million and $24.1 million for the forty weeks ended October 8, 2022 and October 9, 2021.

5.    Receivables, net

Receivables, net, consisted of the following:
October 8, 2022January 1, 2022
Trade$659,373 $506,725 
Vendor193,019 201,933 
Other (1)
13,820 84,289 
Total receivables866,212 792,947 
Less: allowance for credit losses(20,545)(10,162)
Receivables, net$845,667 $782,785 

(1) The decrease in Other receivables as of October 8, 2022 was primarily attributable to the release of the settlement in the second quarter of 2022 for the amount of $49.3 million, which was related to the securities class action litigation and was fully paid by our insurance carriers upon final court approval on June 13, 2022.

8

Advance Auto Parts, Inc. and Subsidiaries
Notes to the Condensed Consolidated Financial Statements
(Amounts presented in thousands, except per share data, unless otherwise stated)
(Unaudited)

6.    Long-term Debt and Fair Value of Financial Instruments

Long-term debt consists of the following:
October 8, 2022January 1, 2022
4.50% Senior Unsecured Notes due December 1, 2023
$ $193,220 
1.75% Senior Unsecured Notes due October 1, 2027
346,816 346,382 
3.90% Senior Unsecured Notes due April 15, 2030
495,427 494,718 
3.50% Senior Unsecured Notes due March 15, 2032
345,673  
Revolver credit facility185,000  
$1,372,916 $1,034,320 
Less: Current portion of long-term debt(185,000) 
Long-term debt, excluding the current portion$1,187,916 $1,034,320 
Fair value of long-term debt$998,000 $1,092,000 

Fair Value of Financial Assets and Liabilities

The fair value of our senior unsecured notes was determined using Level 2 inputs based on quoted market prices. The carrying amounts of our Cash and cash equivalents, Receivables, net, Accounts payable and Accrued expenses approximate their fair values due to the relatively short-term nature of these instruments.

Bank Debt

As of October 8, 2022, we had $185.0 million of outstanding borrowings, $1.0 billion of borrowing availability and no letters of credit outstanding under our unsecured revolving credit facility (the “Credit Agreement”). As of January 1, 2022, we had no outstanding borrowings, $1.2 billion of borrowing availability and no letters of credit outstanding under our Credit Agreement.

As of October 8, 2022 and January 1, 2022, we had $90.2 million and $92.0 million of bilateral letters of credit issued separately from the Credit Agreement, none of which were drawn upon. These bilateral letters of credit generally have a term of one year or less and primarily serve as collateral for our self-insurance policies.

We were in compliance with financial covenants required by our debt arrangements as of October 8, 2022.

Senior Unsecured Notes

Our 4.50% senior unsecured notes due December 1, 2023 (the “2023 Notes”) were issued in December 2013 at 99.69% of the principal amount of $450.0 million. The 2023 Notes bear interest, payable semi-annually in arrears on June 1 and December 1, at a rate of 4.50% per year. Pursuant to a cash tender offer that was completed on September 29, 2020, we repurchased $256.3 million of the 2023 Notes with the net proceeds from the 2027 Notes. In connection with this tender offer, we incurred charges related to tender premiums and debt issuance costs of $30.5 million and $1.4 million. On April 4, 2022, we redeemed the remaining $193.2 million principal amount of our outstanding 2023 Notes with the net proceeds from the issuance of the 3.50% senior unsecured notes due March 15, 2032 (the “2032 Notes”). In connection with this early redemption, we incurred charges related to the make-whole provision and debt issuance costs of $7.0 million and $0.4 million.

9

Advance Auto Parts, Inc. and Subsidiaries
Notes to the Condensed Consolidated Financial Statements
(Amounts presented in thousands, except per share data, unless otherwise stated)
(Unaudited)
Our 3.90% senior unsecured notes due April 15, 2030 (the “Original Notes”) were issued April 16, 2020, at 99.65% of the principal amount of $500.0 million, and were not registered under the Securities Act of 1933, as amended (the “Securities Act”). The Original Notes bear interest, payable semi-annually in arrears on April 15 and October 15, at a rate of 3.90% per year. On July 28, 2020, we completed an exchange offer whereby the Original Notes in the aggregate principal amount of $500.0 million were exchanged for a like principal amount (the “Exchange Notes” or “2030 Notes”), and which have been registered under the Securities Act. The Original Notes were substantially identical to the Exchange Notes, except the Exchange Notes are registered under the Securities Act and are not subject to the transfer restrictions and certain registration rights agreement provisions applicable to the Original Notes.

Our 1.75% senior unsecured notes due October 1, 2027 (the “2027 Notes”) were issued September 29, 2020, at 99.67% of the principal amount of $350.0 million. The 2027 Notes bear interest, payable semi-annually in arrears on April 1 and October 1, at a rate of 1.75% per year. In connection with the 2027 Notes offering, we incurred $2.9 million of debt issuance costs.

Our 2032 Notes were issued March 4, 2022, at 99.61% of the principal amount of $350.0 million. The 2032 Notes bear interest, payable semi-annually in arrears on March 15 and September 15, at a rate of 3.50% per year. In connection with the 2032 Notes offering, we incurred $3.2 million of debt issuance costs.

We may redeem some or all of the 2032 Notes at any time or from time to time, prior to December 15, 2031, at the redemption price described in the related indenture for the 2032 Notes (the “Indenture”). In addition, in the event of a change of control triggering event, as defined in the Indenture, we will be required to offer to repurchase the 2032 Notes at a price equal to 101% of the principal amount thereof, plus accrued and unpaid interest to the repurchase date. Currently, the 2032 Notes are fully and unconditionally guaranteed, jointly and severally, on an unsubordinated unsecured basis by guarantor and subsidiary guarantees, as defined by the Indenture.

Debt Guarantees

We are a guarantor of loans made by banks to various independently owned Carquest-branded stores that are customers of ours. These loans totaled $66.5 million and $31.7 million as of October 8, 2022 and January 1, 2022 and are collateralized by security agreements on merchandise inventory and other assets of the borrowers. The approximate value of the inventory collateralized by these agreements was $143.9 million and $86.9 million as of October 8, 2022 and January 1, 2022. We believe that the likelihood of performance under these guarantees is remote.

7.    Leases

Substantially all of our leases are for facilities and vehicles. The initial term for facilities is typically five to ten years, with renewal options at five-year intervals, with the exercise of lease renewal options at our sole discretion. Our vehicle and equipment leases are typically three to six years. Our lease agreements do not contain any material residual value guarantees or material restrictive covenants.

Operating lease liabilities consisted of the following:
October 8, 2022January 1, 2022
Total operating lease liabilities$2,713,940 $2,802,772 
Less: Current portion of operating lease liabilities(462,380)(465,121)
Noncurrent operating lease liabilities$2,251,560 $2,337,651 

The current portion of operating lease liabilities is included in Other current liabilities in the accompanying Condensed Consolidated Balance Sheets.

10

Advance Auto Parts, Inc. and Subsidiaries
Notes to the Condensed Consolidated Financial Statements
(Amounts presented in thousands, except per share data, unless otherwise stated)
(Unaudited)

Total lease cost is included in Cost of sales and Selling, general and administrative expenses (“SG&A”) in the accompanying Condensed Consolidated Statements of Operations and is recorded net of immaterial sublease income. Total lease cost was comprised of the following:
Twelve Weeks EndedForty Weeks Ended
October 8, 2022October 9, 2021October 8, 2022October 9, 2021
Operating lease cost$130,108 $124,084 $433,147 $410,253 
Variable lease cost40,910 35,144 136,183 112,864 
Total lease cost$171,018 $159,228 $569,330 $523,117 

The future maturity of lease liabilities as of October 8, 2022 were as follows:

Remainder of 2022$71,651 
2023564,385 
2024504,295 
2025470,989 
2026360,570 
Thereafter1,085,608 
Total lease payments3,057,498 
Less: Imputed interest(343,558)
Total operating lease liabilities$2,713,940 

As of October 8, 2022, our operating lease liabilities included $54.0 million related to options to extend lease terms that are reasonably certain of being exercised and excluded $100.0 million of legally binding minimum lease payments for leases signed but not yet commenced.

The weighted-average remaining lease term and weighted-average discount rate for our operating leases were 7.0 years and 3.3% as of October 8, 2022. We calculated the weighted-average discount rates using incremental borrowing rates, which equal the rates of interest that we would pay to borrow funds on a fully collateralized basis over a similar term.

Other information relating to our lease liabilities is as follows:
Forty Weeks Ended
October 8, 2022October 9, 2021
Cash paid for amounts included in the measurement of lease liabilities:
Operating cash flows from operating leases$478,658 $418,596 
Right-of-use assets obtained in exchange for lease obligations:
Operating leases$343,950 $460,351 

8.    Share Repurchase Program

On February 8, 2022, our Board of Directors authorized an additional $1.0 billion to the existing share repurchase program. This authorization is incremental to the $1.7 billion that was previously authorized by our Board of Directors. Our share repurchase program permits the repurchase of our common stock on the open market and in privately negotiated transactions from time to time.



11

Advance Auto Parts, Inc. and Subsidiaries
Notes to the Condensed Consolidated Financial Statements
(Amounts presented in thousands, except per share data, unless otherwise stated)
(Unaudited)

During the twelve weeks ended October 8, 2022 and October 9, 2021, we repurchased 0.4 million and 1.1 million shares of our common stock under our share repurchase program at an aggregate cost of $75.0 million and $228.3 million, or an average price of $168.93 and $205.65 per share. During the forty weeks ended October 8, 2022 and October 9, 2021, we repurchased 2.5 million and 4.2 million shares of our common stock under our share repurchase program at an aggregate cost of $523.2 million and $791.7 million, or an average price of $207.50 and $189.43 per share. We had $1.0 billion remaining under our share repurchase program as of October 8, 2022.

9.    Earnings per Share

The computations of basic and diluted earnings per share are as follows:
 Twelve Weeks EndedForty Weeks Ended
October 8, 2022October 9, 2021October 8, 2022October 9, 2021
Numerator
Net income applicable to common shares$110,982 $169,813 $395,176 $534,439 
Denominator
Basic weighted-average common shares60,053 62,854 60,656 64,555 
Dilutive impact of share-based awards331 494 389 453 
Diluted weighted-average common shares (1)
60,384 63,348 61,045 65,008 
Basic earnings per common share$1.85 $2.70 $6.52 $8.28 
Diluted earnings per common share$1.84 $2.68 $6.47 $8.22 

(1)For the twelve weeks ended October 8, 2022, 163 thousand restricted stock units (“RSUs”) were excluded from the diluted calculation as their inclusion would have been anti-dilutive. For the twelve weeks ended October 9, 2021, there were no RSUs that were anti-dilutive. For the forty weeks ended October 8, 2022 and October 9, 2021, 122 thousand and 11 thousand RSUs were excluded from the diluted calculation as their inclusion would have been anti-dilutive.

10.    Share-Based Compensation

During the forty weeks ended October 8, 2022, we granted 188 thousand time-based RSUs, 58 thousand market-based RSUs and 114 thousand stock options. The general terms of the time-based and market-based RSUs are similar to awards previously granted by us. We grant options to purchase common stock to certain employees under our 2014 Long-Term Incentive Plan. The general terms of the stock options are similar to awards previously granted by us. We record compensation expense for the grant date fair value of the option awards evenly over the vesting period.

The weighted-average fair values of the time-based and market-based RSUs granted during the forty weeks ended October 8, 2022 were $201.89 and $205.52 per share. The fair value of each market-based RSU was determined using a Monte Carlo simulation model. For time-based RSUs, the fair value of each award was determined based on the market price of our stock on the date of grant adjusted for expected dividends during the vesting period, as applicable.     

The total income tax benefit related to share-based compensation expense for the forty weeks ended October 8, 2022 was $9.9 million. As of October 8, 2022, there was $76.0 million of unrecognized compensation expense related to all share-based awards that is expected to be recognized over a weighted-average period of 1.5 years.
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ITEM 2.MANAGEMENT’S DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION AND RESULTS OF OPERATIONS

The following discussion and analysis of financial condition and results of operations should be read in conjunction with the audited consolidated financial statements and notes included in our Annual Report on Form 10-K for the year ended January 1, 2022 (filed with the SEC on February 15, 2022), which we refer to as our 2021 Form 10-K, and our condensed consolidated financial statements and the notes to those statements that appear elsewhere in this report.

Management Overview

Net sales increased 0.8% in the third quarter of 2022 compared with the same period in the prior year, primarily driven by improvements in strategic pricing and growth in new store openings. Comparable store sales decreased 0.7% for the quarter primarily due to owned brand penetration. Category growth was led by batteries, fluids and chemicals and brakes.

We generated Diluted earnings per share (“Diluted EPS”) of $1.84 during our third quarter of 2022, inclusive of foreign currency impact of $0.20 per diluted share, compared with $2.68 for the comparable period of 2021. When adjusted for non-operational items outlined in the following table, our Adjusted diluted earnings per share (“Adjusted EPS”), a non-GAAP measure, for the twelve weeks ended October 8, 2022 and October 9, 2021 was $2.84 and $3.21.

Twelve Weeks EndedForty Weeks Ended
October 8, 2022October 9, 2021October 8, 2022October 9, 2021
Last-in, first-out (“LIFO”) impacts$0.83 $0.35 $2.96 $0.82 
Transformation expenses0.09 0.10 0.37 0.64 
General Parts International, Inc. (“GPI”) amortization of acquired intangible assets0.08 0.08 0.26 0.25 
Other Income adjustments— — 0.09 — 
Total adjustments, net of tax$1.00 $0.53 $3.68 $1.71 

Refer to Reconciliation of Non-GAAP Financial Measuresfor a definition and reconciliation of Adjusted EPS and other non-GAAP measures to the most directly comparable financial measures calculated and presented in accordance with GAAP.

A high-level summary of our financial results for the third quarter of 2022 includes:
 
Net sales during the third quarter of 2022 was $2.64 billion, an increase of 0.8% compared with the third quarter of 2021, driven by improvements in strategic pricing and growth in new store openings. Comparable store sales decreased 0.7% primarily driven by an increase in owned brand penetration.
Gross profit margin for the third quarter of 2022 was 44.7% of Net sales, a decrease of 44 basis points compared with the third quarter of 2021. Gross profit margin was negatively impacted by inflationary product costs, including the impact of LIFO related expenses, unfavorable channel mix and supply chain headwinds due to inflation in labor and transportation costs. These costs were partially offset by improvements in strategic pricing and owned brand expansion.
Selling, General & Administrative (“SG&A”) expenses for the third quarter of 2022 were 38.0% of Net sales, an increase of 159 basis points compared with the third quarter of 2021. This increase was primarily driven by inflation in store labor, medical and fuel costs.

Business and Risks Update

We continue to make progress on the various elements of our strategic business plan, which is focused on improving the customer experience, margin expansion and driving consistent execution for both professional and DIY customers. To achieve these improvements, we have undertaken planned strategic initiatives to help build a foundation for long-term success across the organization, which include:

Continued development of a demand-based assortment, leveraging purchase and search history from our common catalog, versus our existing push-down supply approach.
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Advancement towards optimizing our footprint by market, including consolidating our Worldpac and Autopart International businesses, to drive share, repurpose our in-market store and asset base and streamline our distribution network.
Continued evolution of our marketing campaigns, which focus on our customers and how we serve them every day with care and speed and the iconic DieHard® brand.
Progress in the implementation of a more efficient end-to-end supply chain process to deliver our broad assortment and to help lessen the impact of external constraints.
Enhancement of Advance Same Day® Curbside Pick Up, Advance Same Day® Home Delivery and our mobile application and e-commerce performance.
Actively pursuing new store openings, including through lease acquisition opportunities as available and appropriate, in existing markets and new markets, as well as expansion of our independent Carquest network.
Continued negotiations with vendors on strategic sourcing and pricing to help mitigate inflationary pressures.

Industry Update

Operating within the automotive aftermarket industry, we are influenced by a number of general macroeconomic factors, many of which are similar to those affecting the overall retail industry, and include but are not limited to:

Inflationary pressures, including logistics and labor
Global supply chain disruptions
Rising fuel costs
Miles driven
Unemployment rates
Consumer confidence and purchasing power
Competition
Changes in new car sales
Economic and geopolitical uncertainty
Increased foreign currency exchange volatility

Stores and Branches

Key factors in selecting sites and market locations in which we operate include population, demographics, traffic count, vehicle profile, competitive landscape and the cost of real estate. During the forty weeks ended October 8, 2022, 115 stores and branches were opened and 27 were closed or consolidated, resulting in a total of 5,060 stores and branches compared with a total of 4,972 stores and branches as of January 1, 2022.

Results of Operations
Twelve Weeks Ended$ Favorable/ (Unfavorable)Basis Points
($ in millions)October 8, 2022October 9, 2021
Net sales$2,641.3 100.0 %$2,621.2 100.0 %$20.1 — 
Cost of sales1,461.5 55.3 1,438.8 54.9 (22.7)(44)
Gross profit1,179.8 44.7 1,182.5 45.1 (2.6)(44)
SG&A1,002.7 38.0 953.3 36.4 (49.4)(159)
Operating income177.2 6.7 229.2 8.7 (52.0)(204)
Interest expense(12.0)(0.5)(8.6)(0.3)(3.4)(13)
Other (expense) income, net(17.8)(0.7)1.8 0.1 (19.6)(74)
Provision for income taxes36.4 1.4 52.6 2.0 16.2 63 
Net income$111.0 4.2 %$169.8 6.5 %$(58.8)(228)

Note: Table amounts may not foot due to rounding.
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Forty Weeks Ended$ Favorable/ (Unfavorable)Basis Points
($ in millions)October 8, 2022October 9, 2021
Net sales$8,681.0 100.0 %$8,601.0 100.0 %$80.0 — 
Cost of sales4,808.9 55.4 4,744.4 55.2 (64.5)(23)
Gross profit3,872.1 44.6 3,856.6 44.8 15.5 (23)
SG&A3,289.9 37.9 3,130.4 36.4 (159.5)(150)
Operating income582.2 6.7 726.3 8.4 (144.0)(173)
Interest expense(35.1)(0.4)(28.1)(0.3)(7.0)— 
Loss on early redemption of senior unsecured notes(7.4)(0.1)— — (7.4)— 
Other (expense) income, net(18.3)(0.2)7.8 0.1 (26.1)(30)
Provision for income taxes126.1 1.5 171.5 2.0 45.4 54 
Net income$395.2 4.6 %$534.4 6.2 %$(139.1)(149)

Note: Table amounts may not foot due to rounding.

Net Sales

Net sales for the twelve weeks ended October 8, 2022 increased 0.8% compared with the same period in 2021, driven by improvements in strategic pricing and growth in new store openings. Comparable store sales decreased 0.7% for the twelve weeks ended October 8, 2022 compared with the twelve weeks ended October 9, 2021, primarily driven by owned brand penetration. Category growth was led by batteries, fluids and chemicals and brakes.

Net sales for the forty weeks ended October 8, 2022 increased 0.9% compared with the same period in 2021, driven by improvements in strategic pricing and growth in new store openings, partially offset by softness in our DIY omnichannel. Comparable store sales declined slightly for the forty weeks ended October 8, 2022 compared with the forty weeks ended October 9, 2021. Category growth was led by fluids and chemicals as well as batteries.

We calculate comparable store sales based on the change in store or branch sales starting once a location has been open for 13 complete accounting periods (approximately one year) and by including e-commerce sales. Sales to independently owned Carquest stores are excluded from our comparable store sales. Acquired stores are included in our comparable store sales once the stores have completed 13 complete accounting periods following the acquisition date. We include sales from relocated stores in comparable store sales from the original date of opening.

Gross Profit

Gross profit for the twelve weeks ended October 8, 2022 was $1.18 billion, or 44.7% of Net sales, compared with $1.18 billion, or 45.1% of Net sales, for the twelve weeks ended October 9, 2021. During the twelve weeks ended October 8, 2022,

Gross profit margin was negatively impacted by inflationary product costs, including the impact of LIFO related expenses, unfavorable channel mix and supply chain headwinds due to increases in labor and transportation costs. These costs were primarily offset by improvements in strategic pricing as well as owned brand expansion.
Gross profit for the forty weeks ended October 8, 2022 was $3.87 billion, or 44.6% of Net sales, compared with $3.86 billion, or 44.8% of Net sales, for the forty weeks ended October 9, 2021. This decrease in Gross profit as a percentage of Net sales was primarily due to inflationary product costs, including the impact of LIFO related expenses and unfavorable channel mix, partially offset by strategic pricing, product mix and owned brand expansion.

As a result of changes in our LIFO reserve, an expense of $67.5 million and $29.4 million were included in the twelve weeks ended October 8, 2022 and October 9, 2021. An expense of $240.8 million and $71.6 million were included in the forty weeks ended October 8, 2022 and October 9, 2021.

15

Selling, General and Administrative Expenses

SG&A expenses for the twelve weeks ended October 8, 2022 were $1.0 billion, or 38.0% of Net sales, compared with $1.0 billion, or 36.4% of Net sales, for the twelve weeks ended October 9, 2021. The increase in SG&A as a percentage of Net sales for the twelve weeks ended was primarily driven by inflation in store labor, medical and fuel costs.

SG&A expenses for the forty weeks ended October 8, 2022 were $3.29 billion, or 37.9% of Net sales, compared with $3.13 billion, or 36.4% of Net sales, for the forty weeks ended October 9, 2021. For the forty weeks ended October 8, 2022, the increase was primarily driven by inflation in store labor and fuel costs as well as costs related to new store openings. These costs were partially offset by a year over year decrease in incentive compensation and COVID-19 related expenses.

Loss on Early Redemption of Senior Unsecured Notes

During the forty weeks ended October 8, 2022, we incurred charges related to a make-whole provision and debt issuance costs of $7.0 million and $0.4 million in connection with the early redemption of our 4.50% senior unsecured notes due December 1, 2023 (“2023 Notes”).

Provision for Income Taxes

Our Provision for income taxes for the twelve weeks ended October 8, 2022 was $36.4 million, compared with $52.6 million for the twelve weeks ended October 9, 2021. Our effective tax rate was 24.7% and 23.7% for the twelve weeks ended October 8, 2022 and October 9, 2021. The decrease in tax expense primarily resulted from lower Income before provision for income taxes compared with prior year.

Our Provision for income taxes for the forty weeks ended October 8, 2022 was $126.1 million, compared with $171.5 million for the forty weeks ended October 9, 2021. Our effective tax rate was 24.2% and 24.3% for the forty weeks ended October 8, 2022 and October 9, 2021. The decrease in tax expense resulted from lower Income before provision for income taxes compared with prior year.


Reconciliation of Non-GAAP Financial Measures

Management’s Discussion and Analysis of Financial Condition and Results of Operations” includes certain financial measures not derived in accordance with accounting principles generally accepted in the United States of America (“GAAP”). Non-GAAP financial measures, including Adjusted net income and Adjusted EPS, should not be used as a substitute for GAAP financial measures, or considered in isolation, for the purpose of analyzing our operating performance, financial position or cash flows. We have presented these non-GAAP financial measures as we believe that the presentation of our financial results that exclude (1) LIFO impacts; (2) transformation expenses under our strategic business plan; (3) non-cash amortization related to the acquired GPI intangible assets; and (4) other non-recurring adjustments are useful and indicative of our base operations because the expenses vary from period to period in terms of size, nature and significance and/or relate to store closure and consolidation activity in excess of historical levels. These measures assist in comparing our current operating results with past periods and with the operational performance of other companies in our industry. The disclosure of these measures allows investors to evaluate our performance using the same measures management uses in developing internal budgets and forecasts and in evaluating management’s compensation. Included below is a description of the expenses we have determined are not normal, recurring cash operating expenses necessary to operate our business and the rationale for why providing these measures is useful to investors as a supplement to the GAAP measures.

LIFO Impacts — To assist in comparing our current operating results with the operational performance of other companies in our industry, the impact of LIFO on our results of operations is a reconciling item to arrive at non-GAAP financial measures.

Transformation Expenses — Costs incurred in connection with our business plan that focuses on specific transformative activities that relate to the integration and streamlining of our operating structure across the enterprise, that we do not view to be normal cash operating expenses. These expenses include, but are not limited to the following:

Restructuring costs - Costs primarily relating to the early termination of lease obligations, asset impairment charges, other facility closure costs and team member severance in connection with our voluntary retirement program and continued optimization of our organization.
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Third-party professional services - Costs primarily relating to services rendered by vendors for assisting us with the development of various information technology and supply chain projects in connection with our enterprise integration initiatives.
Other significant costs - Costs primarily relating to accelerated depreciation of various legacy information technology and supply chain systems in connection with our enterprise integration initiatives and temporary off-site workspace for project teams who are primarily working on the development of specific transformative activities that relate to the integration and streamlining of our operating structure across the enterprise.

GPI Amortization of Acquired Intangible Assets — As part of our acquisition of GPI, we obtained various intangible assets, including customer relationships, non-compete contracts and favorable lease agreements, which we expect to be subject to amortization through 2025.

We have included a reconciliation of this information to the most comparable GAAP measures in the following table:
Twelve Weeks EndedForty Weeks Ended
(in thousands, except per share data)October 8, 2022October 9, 2021October 8, 2022October 9, 2021
Net income (GAAP)$110,982 $169,813 $395,176 $534,439 
Cost of sales adjustments:
LIFO impacts 67,491 29,410 240,758 71,599 
Transformation expenses— 143 2,572 2,611 
SG&A adjustments:
GPI amortization of acquired intangible assets6,308 6,341 21,065 21,246 
Transformation expenses:
Restructuring costs964 2,360 3,270 27,063