Annual report pursuant to Section 13 and 15(d)

Nature of Business

v3.24.0.1
Nature of Business
12 Months Ended
Dec. 31, 2023
Organization, Consolidation and Presentation of Financial Statements [Abstract]  
Nature of Business

1. Nature of Business

Mister Car Wash, Inc., a Delaware corporation, together with its subsidiaries (collectively, "we," "us," "our" or the "Company"), is based in Tucson, Arizona and is a provider of conveyorized car wash services. As of December 31, 2023, we operated 476 car washes in 21 states. As of December 31, 2022, we operated 436 car washes in 21 states.

 

Forward Stock Split

In June 2021, our board of directors (the "Board") and the stockholders of the Company approved a 96-for-1 forward stock split of the Company’s outstanding common stock, which was effected on June 16, 2021. All common stock and per share information has been retroactively adjusted to give effect to this forward stock split for all periods presented. Shares of common stock underlying outstanding stock options and other equity instruments were proportionately increased and the respective per share value and exercise prices, if applicable, were proportionately decreased in accordance with the terms of the agreements governing such securities. There were no changes to the par value per share of the Company’s common stock as a result of the forward stock split. Additionally, the Board and the stockholders of the Company approved an increase in the authorized shares of common stock to 1,000,000,000 shares.

 

Initial Public Offering

In June 2021, we completed our initial public offering (“IPO”) of 43,125,000 shares of common stock at a public offering price of $15.00 per share. We sold 31,250,000 shares of common stock and the selling stockholders identified in our final prospectus that forms a part of our Registration Statement on Form S-1 (File No. 333-256697), filed with the SEC pursuant to Rule 424(b)(4) on June 28, 2021 (the “Prospectus”), sold an aggregate amount of 11,875,000 shares of common stock, which selling stockholder amount included the underwriters' option to purchase up to an additional 5,625,000 shares of common stock. We received gross proceeds of approximately $468,750 before deducting underwriting discounts, commissions and offering related issuance costs; we did not receive any proceeds from the sale of shares by the selling stockholders. The consolidated financial statements, including share and per share amounts, include the effects of the IPO.

 

Secondary Public Offering

In August 2021, we completed a secondary public offering of 12,000,000 shares of common stock sold by the selling stockholders identified in our final prospectus that forms a part of our Registration Statement on Form S-1 (File No. 333-258186), filed with the SEC pursuant to Rule 424(b)(5) on August 24, 2021. We did not receive any proceeds from the sale of shares by the selling stockholders, and we incurred $498 of expenses in connection with the secondary public offering, which were recorded in general and administrative expenses in the consolidated statements of operations and comprehensive income (loss).