This Management's Discussion and Analysis provides material historical and
prospective disclosures intended to enable investors and other users to assess
the financial condition and results of operations of XPEL, Inc. ("XPEL" or the
"Company"). Statements that are not historical are forward-looking and involve
risks and uncertainties discussed under the heading "Forward-Looking Statements"
in this report and under "Business," "Risk Factors," "Management's Discussion
and Analysis of Financial Condition and Results of Operations" and "Financial
Statements and Supplementary Data" in the Annual Report which is available on
the SEC's website at www.sec.gov.

Forward-Looking Statements



 This quarterly report on Form 10-Q contains not only historical information,
but also forward-looking statements within the meaning of Section 27A of the
Securities Act of 1933, as amended, and Section 21E of the Securities Exchange
Act of 1934, as amended. These forward-looking statements are subject to the
safe harbor created by those sections. In addition, the Company or others on the
Company's behalf may make forward-looking statements from time to time in oral
presentations, including telephone conferences and/or web casts open to the
public, in press releases or reports, on the Company's internet web site, or
otherwise. All statements other than statements of historical facts included in
this report or expressed by the Company orally from time to time that address
activities, events, or developments that the Company expects, believes, or
anticipates will or may occur in the future are forward-looking statements,
including, in particular, the statements about the Company's plans, objectives,
strategies, and prospects regarding, among other things, the Company's financial
condition, results of operations and business, and the outcome of contingencies,
such as legal proceedings. The Company has identified some of these
forward-looking statements in this report with words like "believe," "can,"
"may," "could," "would," "might," "forecast," "possible," "potential,"
"project," "will," "should," "expect," "intend," "plan," "predict,"
"anticipate," "estimate," "approximate," "outlook," or "continue" or the
negative of these words or other words and terms of similar meaning. The use of
future dates is also an indication of a forward-looking statement.
Forward-looking statements may be contained in the notes to the Company's
condensed consolidated financial statements and elsewhere in this report,
including under the heading "Management's Discussion and Analysis of Financial
Condition and Results of Operations."

Forward-looking statements are based on current expectations about future events
affecting the Company and are subject to uncertainties and factors that affect
all businesses operating in a global market as well as matters specific to the
Company. These uncertainties and factors are difficult to predict, and many of
them are beyond the Company's control. Factors to consider when evaluating these
forward-looking statements include, but are not limited to:

•Our business is highly dependent on automotive sales and production volumes.

•We currently rely on one distributor for sales of our products in China.

•A material portion of our business is in China, which may be an unpredictable market and is currently suffering trade tensions with the U.S.

•We must continue to attract, retain and develop key personnel.

•We could be impacted by disruptions in supply.

•Our accounting estimates and risk management processes rely on assumptions or models that may prove inaccurate.

•We must maintain an effective system of internal control over financial reporting to keep stockholder confidence.

•Our industry is highly competitive.

•Our North American market is currently designed for the public's use of car dealerships to purchase automobiles which may dramatically change.


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•Our revenue could be impacted by growing use of ride-sharing or other alternate forms of car ownership.

•We must be effective in developing new lines of business and new products to maintain growth.

•Any disruptions in our relationships with independent installers and new car dealerships could harm our sales.

•Our strategy related to acquisitions and investments could be unsuccessful or consume significant resources.

•We must maintain and grow our network of sales, distribution channels and customer base to be successful.

•We are exposed to a wide range of risks due to the multinational nature of our business.

•We must continue to manage our rapid growth effectively.

•We are subject to claims and litigation in the ordinary course of our business, including product liability and warranty claims.

•We must comply with a broad and complicated regime of domestic and international trade compliance, anti-corruption, economic, intellectual property, cybersecurity, data protection and other regulatory regimes.

•We may seek to incur substantial indebtedness in the future.

•Our growth may be dependent on the availability of capital and funding.

•Our Common Stock could decline or be downgraded at any time.

•Our stock price has been, and may continue to be, volatile.

•We may issue additional equity securities that may affect the priority of our Common Stock.

•We do not currently pay dividends on our Common Stock.

•Shares eligible for future sale may depress our stock price.

•Anti-takeover provisions could make a third party acquisition of our Company difficult.

•Our directors and officers have substantial control over us.

•Our bylaws may limit investors' ability to obtain a favorable judicial forum for disputes.

•The COVID-19 pandemic could materially affect our business.

•Our business faces unpredictable global, economic and business conditions, including the risk of inflation in various markets.



We believe the items we have outlined above are important factors that could
cause estimates included in our financial statements to differ materially from
actual results and those expressed in a forward-looking statement made in this
report or elsewhere by us or on our behalf. We have discussed these factors in
more detail in in the Annual Report. These factors are not necessarily all of
the factors that could affect us. Unpredictable or unanticipated factors we have
not discussed in this report could also have material adverse effects on actual
results. We do not intend to update our description of important factors each
time a potential important factor arises, except as required by applicable
securities laws and regulations. We advise our shareholders that they should (1)
be aware that factors not referred to above could affect the accuracy of our
forward-looking statements and (2) use caution when considering our
forward-looking statements.

Company Overview



Founded in 1997 and incorporated in Nevada in 2003, XPEL has grown from an
automotive product design software company to a global provider of after-market
automotive products, including automotive surface and paint protection,
headlight protection, and automotive window films, as well as a provider of
complementary proprietary software. In 2018, we expanded our product offerings
to include architectural

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window film (both commercial and residential) and security film protection for
commercial and residential uses, and in 2019 we further expanded our product
line to include automotive ceramic coatings.

XPEL began as a software company designing vehicle patterns used to produce
cut-to-fit protective film for the painted surfaces of automobiles. In 2007, we
began selling automotive surface and paint protection film products to
complement our software business. In 2011, we introduced our ULTIMATE protective
film product line which, at the time, was the industry's first protective film
with self-healing properties. The ULTIMATE technology allows the protective film
to better absorb the impacts from rocks or other road debris, thereby fully
protecting the painted surface of a vehicle. The film is described as
"self-healing" due to its ability to return to its original state after damage
from surface scratches. The launch of the ULTIMATE product catapulted XPEL into
several years of strong revenue growth.

Our over-arching strategic philosophy centers around our view that being closer
to the end customer in terms of our channel strategy affords us a better
opportunity to efficiently introduce new products and deliver tremendous value
which, in turn, drives more revenue growth for the Company. Since 2014, we have
executed on several strategic initiatives including:

•2014 - We began our international expansion by establishing an office in the United Kingdom.

•2015 - We acquired Parasol Canada, a distributor of our products in Canada.

•2016 - We opened our XPEL Netherlands office and established our European headquarters



•2017

•We continued our international expansion with the acquisition of Protex Canada Corp., or Protex Canada, a leading franchisor of automotive protective film franchises serving Canada, and

•We opened our XPEL Mexico office.

•2018

•We launched our first product offering outside of the automotive industry, a window and security film protection for commercial and residential uses.

•We introduced the next generation of our highly successful ULTIMATE line, ULTIMATE PLUS.

•We acquired Apogee Corporation which led to formation of XPEL Asia based in Taiwan.



•2019

•We were approved for the listing of our stock on Nasdaq trading under the symbol "XPEL".



•2020

•We acquired Protex Centre, a wholesale-focused paint protection installation business based in Montreal, Canada.

•We expanded our presence in France with the acquisition of certain assets of France Auto Racing.



•We expanded our architectural window film presence with the acquisition of
Houston based Veloce Innovation, a leading provider of architectural films for
use in residential, commercial, marine and industrial settings.

•2021

•We expanded our presence into numerous automotive dealerships throughout the United States with the acquisition of PermaPlate Film, LLC, a wholesale-focused


                                       18

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automotive window film installation and distribution business based in Salt Lake City, Utah.



•We acquired five businesses in the United States and Canada from two sellers as
a continuation of our acquisition strategy. These acquisitions allowed us to
continue to increase our penetration into mid-range dealerships in the US and
solidify our presence in Western Canada.

•We acquired invisiFRAME, Ltd, a designer and manufacturer of paint protection film patterns for bicycles, thus further expanding our non-automotive offerings.




Strategic Overview

XPEL is currently pursuing several key strategic initiatives to drive continued
growth. Our global expansion strategy includes establishing a local presence
where possible, allowing us to better control the delivery of our products and
services. We will continue to add locally based regional sales personnel,
leveraging local knowledge and relationships to expand the markets in which we
operate.

We seek to increase global brand awareness in strategically important areas,
including pursuing high visibility at premium events such as major car shows and
high value placement in advertising media consumed by car enthusiasts, to help
further expand the Company's premium brand.

XPEL also continues to expand its delivery channels by acquiring select
installation facilities in key markets and acquiring international partners to
enhance our global reach. As we expand globally, we strive to tailor our
distribution model to adapt to target markets. We believe this flexibility
allows us to penetrate and grow market share more efficiently. Our acquisition
strategy centers on our belief that the closer the Company is to its end
customers, the greater its ability to drive increased product sales. In our last
fiscal year, we acquired several businesses serving multiple markets in the
United States, Canada, and the United Kingdom, in furtherance of this objective,
and we have continued this trend with an October 2022 acquisition in Australia.

We continue to drive expansion of our non-automotive product portfolio. Our
architectural window film segment continues to gain traction. We believe there
are multiple uses for protective films and we continue to explore those adjacent
market opportunities.

Trends and Uncertainties

Broad uncertainty remains as to the lingering global business impact of the
COVID-19 pandemic. While our revenue has continued to increase in most of our
major markets, market disruptions in future periods could have a material impact
on our business. See the risk factor "The COVID-19 pandemic could materially
adversely affect our financial condition and results of operations" included in
Part I, Item 1A "Risk Factors" in the Annual Report for further discussion of
the potential impact of the COVID-19 pandemic on our business, results of
operations and financial condition.

Automotive sales and production are highly cyclical, and the cyclical nature of
the industry has been, and could continue to be, compounded by the on-going low
inventories of new vehicles resulting primarily from the global semiconductor
shortage. As long as the semiconductor shortage persists and leads to low
dealership inventories, there could be a material adverse effect on our
business, financial condition and results of operations. Refer to the risk
factor 'We are highly dependent on the automotive industry. A prolonged or
material contraction in automotive sales and production volumes could adversely
affect our business, results of operations and financial condition" in the
Annual Report for additional discussion of

                                       19

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the cyclical nature of the automotive industry. We will continue to closely monitor updates regarding the continuing impact of the foregoing matters and adjust our operations accordingly.



Various geographies in which we operate, including the United States, are
experiencing an increasing inflationary environment. We are actively monitoring
the broader economic impact of inflation on the demand for our products and
services. See risk factor "General global economic and business conditions
affect demand for our products" included in Part I, Item 1A-Risk Factors, in the
Annual Report on Form 10-K.

As more fully described in Part I, Item 1A-Risk Factors, in the Annual Report on
Form 10-K, the entrotech agreement terminated on March 21, 2022. Effective
October 1, 2022, the Company entered into a new three-year supply agreement with
entrotech under commercially reasonable terms.


Key Business Metric - Non-GAAP Financial Measures

Our management regularly monitors certain financial measures to track the progress of our business against internal goals and targets. We believe that the most important measure to the Company is Earnings Before Interest, Taxes, Depreciation, and Amortization ("EBITDA").



EBITDA is a non-GAAP financial measure. We believe EBITDA provides helpful
information with respect to our operating performance as viewed by management,
including a view of our business that is not dependent on (i) the impact of our
capitalization structure and (ii) items that are not part of our day-to-day
operations. Management uses EBITDA (1) to compare our operating performance on a
consistent basis, (2) to calculate incentive compensation for our employees, (3)
for planning purposes including the preparation of our internal annual operating
budget, (4) to evaluate the performance and effectiveness of our operational
strategies, and (5) to assess compliance with various metrics associated with
the agreements governing our indebtedness. Accordingly, we believe that EBITDA
provides useful information in understanding and evaluating our operating
performance in the same manner as management. We define EBITDA as net income
plus (a) total depreciation and amortization, (b) interest expense, net, and
(c) income tax expense.

The following table is a reconciliation of Net Income to EBITDA for the three and nine months ended September 30, 2022 and 2021 (dollars in thousands):



                                        (Unaudited)                                               (Unaudited)
                                Three Months Ended September                              Nine Months Ended September
                                            30,                                                       30,
                                   2022              2021              % Change              2022              2021              % Change
Net Income                     $  13,318          $  8,331                 59.9  %       $  33,024          $ 25,364                 30.2  %
Interest                             391                46                750.0  %             933               143                552.4  %
Taxes                              3,226             1,841                 75.2  %           8,302             5,959                 39.3  %
Depreciation                         890               456                 95.2  %           2,486             1,258                 97.6  %
Amortization                       1,117               735                 52.0  %           3,248             1,420                128.7  %
EBITDA                         $  18,942          $ 11,409                 66.0  %       $  47,993          $ 34,144                 40.6  %


Use of Non-GAAP Financial Measures

EBITDA should be considered in addition to, not as a substitute for, or superior to, financial measures calculated in accordance with GAAP. It is not a measurement of our financial performance under GAAP


                                       20

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and should not be considered as alternatives to revenue or net income, as applicable, or any other performance measures derived in accordance with GAAP and may not be comparable to other similarly titled measures of other businesses. EBITDA has limitations as an analytical tool and you should not consider it in isolation or as a substitute for analysis of our operating results as reported under GAAP.

EBITDA does not reflect the impact of certain cash charges resulting from matters we consider not to be indicative of ongoing operations; and other companies in our industry may calculate EBITDA differently than we do, limiting their usefulness as comparative measures.

Results of Operations



The following tables summarize the Company's consolidated results of operations
for the three and nine months ended September 30, 2022 and 2021 (dollars in
thousands):

                                           Three Months               %                Three Months               %
                                         Ended September           of Total          Ended September           of Total                %
                                             30, 2022              Revenue               30, 2021              Revenue               Change
Total revenue                            $      89,758                100.0  %       $      68,529                100.0  %              31.0  %
Total cost of sales                             53,992                 60.2  %              44,075                 64.3  %              22.5  %
Gross margin                                    35,766                 39.8  %              24,454                 35.7  %              46.3  %
Total operating expenses                        18,459                 20.6  %              14,087                 20.6  %              31.0  %
Operating income                                17,307                 19.3  %              10,367                 15.1  %              66.9  %
Other expenses                                     763                  0.9  %                 195                  0.3  %             291.3  %
Income tax                                       3,226                  3.6  %               1,841                  2.7  %              75.2  %
Net income                               $      13,318                 14.8  %       $       8,331                 12.2  %              59.9  %


                                           Nine Months               %                Nine Months               %
                                         Ended September          of Total          Ended September          of Total                %
                                            30, 2022              Revenue              30, 2021              Revenue               Change
Total revenue                            $    245,512                100.0  %       $    189,131                100.0  %              29.8  %
Total cost of sales                           149,046                 60.7  %            121,142                 64.1  %              23.0  %
Gross margin                                   96,466                 39.3  %             67,989                 35.9  %              41.9  %
Total operating expenses                       53,374                 21.7  %             36,401                 19.2  %              46.6  %
Operating income                               43,092                 17.6  %             31,588                 16.7  %              36.4  %
Other expenses                                  1,766                  0.7  %                265                  0.1  %             566.4  %
Income tax                                      8,302                  3.4  %              5,959                  3.2  %              39.3  %
Net income                               $     33,024                 13.5  %       $     25,364                 13.4  %              30.2  %


The following tables summarize revenue results for the three and nine months ended September 30, 2022 and 2021 (dollars in thousands):


                                       21

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                                        Three Months Ended September 30,                   %                         % of Total Revenue
                                           2022                    2021                Inc (Dec)                 2022                   2021
Product Revenue
Paint protection film               $         54,230          $     43,221                   25.5  %                60.4  %                63.1  %
Window film                                   15,391                11,401                   35.0  %                17.1  %                16.6  %
Other                                          2,995                 2,374                   26.2  %                 3.4  %                 3.5  %
Total                               $         72,616          $     56,996                   27.4  %                80.9  %                83.2  %

Service Revenue
Software                            $          1,351          $      1,125                   20.1  %                 1.5  %                 1.6  %
Cutbank credits                                4,352                 3,362                   29.4  %                 4.8  %                 4.9  %
Installation labor                            11,067                 6,784                   63.1  %                12.3  %                 9.9  %
Training and other                               372                   262                   42.0  %                 0.5  %                 0.4  %
Total                               $         17,142          $     11,533                   48.6  %                19.1  %                16.8  %

Total                               $         89,758          $     68,529                   31.0  %               100.0  %               100.0  %


                                         Nine Months Ended September 30,                   %                         % of Total Revenue
                                           2022                    2021                Inc (Dec)                 2022                   2021
Product Revenue
Paint protection film               $        146,465          $    124,250                   17.9  %                59.7  %                65.7  %
Window film                         $         42,711          $     29,645                   44.1  %                17.4  %                15.7  %
Other                               $          8,577          $      6,700                   28.0  %                 3.4  %                 3.5  %
Total                               $        197,753          $    160,595                   23.1  %                80.5  %                84.9  %

Service Revenue
Software                            $          3,804          $      3,158                   20.5  %                 1.5  %                 1.7  %
Cutbank credits                     $         11,459          $      9,384                   22.1  %                 4.7  %                 5.0  %
Installation labor                  $         31,371          $     15,257                  105.6  %                12.8  %                 8.1  %
Training and other                  $          1,125                   737                   52.6  %                 0.5  %                 0.3  %
Total                               $         47,759          $     28,536                   67.4  %                19.5  %                15.1  %

Total                               $        245,512          $    189,131                   29.8  %               100.0  %               100.0  %


Because many of our international customers require us to ship their orders to
freight forwarders located in the United States, we cannot be certain about the
ultimate destination of the product. The following tables represent our estimate
of sales by geographic regions based on our understanding of ultimate product
destination based on customer interactions, customer locations and other factors
for the three and nine months ended September 30, 2022 and 2021 (dollars in
thousands):


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                         Three Months Ended
                           September 30,                %                % of Total Revenue
                         2022           2021        Inc (Dec)            2022              2021
United States        $   51,522      $ 37,363          37.9  %                57.4  %      54.5  %
China                    11,009        10,571           4.1  %                12.3  %      15.4  %
Canada                   11,046         8,715          26.7  %                12.3  %      12.7  %
Continental Europe        6,065         4,747          27.8  %                 6.8  %       6.9  %
United Kingdom            2,482         1,987          24.9  %                 2.8  %       2.9  %
Middle East/Africa        3,322         2,090          58.9  %                 3.7  %       3.0  %
Asia Pacific              2,540         1,973          28.7  %                 2.8  %       2.9  %
Latin America             1,468           945          55.3  %                 1.6  %       1.4  %
Other                       304           138         120.3  %                 0.2  %       0.2  %
Total                $   89,758      $ 68,529          31.0  %               100.0  %     100.0  %


                                    Nine Months Ended September 30,                    %                             % of Total Revenue
                                       2022                   2021                 Inc (Dec)                    2022                     2021
United States                   $        142,275          $   97,263                       46.3  %                  58.0  %                  51.4  %
China                                     27,772              33,902                      (18.1) %                  11.3  %                  17.9  %
Canada                                    29,773              22,538                       32.1  %                  12.1  %                  11.9  %
Continental Europe                        18,671              14,286                       30.7  %                   7.6  %                   7.6  %
United Kingdom                             7,505               5,906                       27.1  %                   3.1  %                   3.1  %
Middle East/Africa                         8,025               6,466                       24.1  %                   3.3  %                   3.4  %
Asia Pacific                               6,549               5,621                       16.5  %                   2.7  %                   3.0  %
Latin America                              4,033               2,891                       39.5  %                   1.6  %                   1.5  %
Other                                        909                 258                      252.3  %                   0.4  %                   0.2  %
Total                           $        245,512          $  189,131                       29.8  %                 100.0  %                 100.0  %



Product Revenue. Product revenue for the three months ended September 30, 2022
increased 27.4% over the three months ended September 30, 2021. Product revenue
represented 80.9% of our total revenue compared to 83.2% in the three months
ended September 30, 2021. Revenue from our paint protection film product line
increased 25.5% over the three months ended September 30, 2021. Paint protection
film sales represented 60.4% and 63.1% of our total consolidated revenues for
the three months ended September 30, 2022 and 2021, respectively. The growth in
our paint protection film revenue is due mainly to continued demand for our
various film product lines in most markets. Revenue from our window film product
line grew 35.0% for the three months ended September 30, 2022 compared to the
three months ended September 30, 2021. Window film sales represented 17.1% and
16.6% of our total consolidated revenues for the three months ended September
30, 2022 and 2021, respectively. Growth in window film sales was due mainly to
the continued broad-based increases in demand for our window film products
throughout the world. Other product revenue for the three months ended September
30, 2022 increased 26.2% due mainly to continued demand for non-film related
products such as ceramic coating, plotters, chemicals, and other film
installation tools and accessories.

Product revenue for the nine months ended September 30, 2022 increased 23.1%
over the nine months ended September 30, 2021. Product revenue represented 80.5%
of our total revenue compared to 84.9% in the nine months ended September 30,
2021. Revenue from our paint protection film product line increased 17.9%
compared to the nine months ended September 30, 2021. The growth in our paint
protection film revenue is due mainly to continued demand for our various film
product lines in most markets. Revenue from our window film grew 44.1% compared
to the nine months ended September 30,

                                       23

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2021. This increase was due mainly to continued broad-based increases in demand
for our window film products throughout the world. Other product revenue for the
nine months ended September 30, 2022 increased 28.0% due mainly to continued
demand for non-film related products such as ceramic coating, plotters,
chemicals, and other film installation tools and accessories.

Service revenue. Service revenue consists of revenue from fees for DAP software
access, cutbank credit revenue which represents per-cut fees sold for pattern
access or the value of pattern access provided with eligible product revenue,
revenue from the labor portion of installation sales in our installation centers
and revenue from training services provided to our customers.

Service revenue grew 48.6% over the three months ended September 30, 2021.
Within this category, software revenue increased 20.1% over the three months
ended September 30, 2021. This increase was due to an increase in total
subscribers to our DAP software. Cutbank credit revenue increased 29.4% from the
three months ended September 30, 2021 due to substantial growth in our North
American operations. Installation labor revenue increased 63.1% over the three
months ended September 30, 2021 due to a substantial increase in our
installation presence following our 2021 acquisitions of dealership services
businesses.

Service revenue for the nine months ended September 30, 2022 grew 67.4% over the
nine months ended September 30, 2021. Within this category, software revenue
grew 20.5% over the nine months ended September 30, 2021. This increase was due
to an increase in total subscribers to our DAP software. Cutbank credit revenue
increased 22.1% over the nine months ended September 30, 2021 due to substantial
growth in our North American operations. Installation labor increased 105.6%
over the nine months ended September 30, 2021 due to a substantial increase in
our installation presence following our 2021 acquisitions of dealership services
businesses.

Total installation revenue (labor and product combined) increased 63.1% over the
three months ended September 30, 2021. This represented 14.7% and 11.8% of our
total consolidated revenue for the three months ended September 30, 2022 and
2021, respectively. This increase was due primarily to acquired dealership
services businesses in 2021 and on-going increases in demand in our
company-owned installation facilities. Total installation revenue increased
105.6% over the nine months ended September 30, 2021. This represented 15.2% and
9.6% of our total consolidated revenue for the nine months ended September 30,
2022 and 2021, respectively. This increase was due primarily to acquired
dealership services businesses in 2021 and on-going increases in demand in our
company-owned installation facilities.

Adjusted product revenue, which combines the cutbank credit revenue service
component with product revenue, increased 27.5% over the three months ended
September 30, 2021. Adjusted product revenue increased 23.1% versus the nine
months ended September 30, 2021. For both the three and nine month periods, this
growth was due to sustained demand for our various product lines.

Cost of Sales



Cost of sales consists of product costs and the costs to provide our services.
Product costs consist of material costs, personnel costs related to warehouse
personnel, shipping costs, warranty costs and other related costs to provide
products to our customers. Cost of service includes the labor costs associated
with installation of product in our installation facilities, costs of labor
associated with pattern design for our cutting software and the costs incurred
to provide training for our customers.

Product costs for the three months ended September 30, 2022 increased 19.0% over
the three months ended September 30, 2021. Cost of product sales represented
52.6% and 57.9% of total revenue in the three months ended September 30, 2022
and 2021, respectively. Cost of service revenue grew 54.7% during the three
months ended September 30, 2022 due mainly to the increased installation labor
costs associated with our dealership services businesses acquired in 2021.

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Product costs for the nine months ended September 30, 2022 increased 15.9% over
the nine months ended September 30, 2021. Cost of product sales represented
52.8% and 59.1% of total revenue in the nine months ended September 30, 2022 and
2021, respectively. Cost of service revenue grew 108.5% during the nine months
ended September 30, 2022 due mainly to the increased installation labor costs
associated with our dealership services businesses acquired in 2021.

Gross Margin



Gross margin for the three months ended September 30, 2022 grew approximately
$11.3 million, or 46.3%, from the three months ended September 30, 2021. For the
three months ended September 30, 2022, gross margin represented 39.8% of revenue
compared to 35.7% for the three months ended September 30, 2021

Gross margin for the nine months ended September 30, 2022 grew approximately
$28.5 million, or 41.9%, from the nine months ended September 30, 2021. For the
nine months ended September 30, 2022, gross margin represented 39.3% of revenue
compared to 35.9% for the nine months ended September 30, 2021.

The following tables summarize gross margin for product and services for the
three and nine months ended September 30, 2022 and 2021 (dollars in thousands):

                             Three Months Ended September 30,                    %                           % of Category Revenue
                                 2022                   2021                 Inc (Dec)                    2022                    2021
Product                   $         25,391          $   17,295                       46.8  %                  35.0  %                 30.3  %
Service                             10,375               7,159                       44.9  %                  60.5  %                 62.1  %
Total                     $         35,766          $   24,454                       46.3  %                  39.8  %                 35.7  %


                              Nine Months Ended September 30,                    %                           % of Category Revenue
                                 2022                   2021                 Inc (Dec)                    2022                    2021
Product                   $         68,107          $   48,756                       39.7  %                  34.4  %                 30.4  %
Service                   $         28,359          $   19,233                       47.4  %                  59.4  %                 67.4  %
Total                     $         96,466          $   67,989                       41.9  %                  39.3  %                 35.9  %


Product gross margin for the three months ended September 30, 2022 increased
approximately $8.1 million, or 46.8%, over the three months ended September 30,
2021 and represented 35.0% and 30.3% of total product revenue for the three
months ended September 30, 2022 and 2021, respectively. This increase was due
primarily to decreases in product costs and improved operating leverage.

Product gross margin for the nine months ended September 30, 2022 increased
approximately $19.4 million, or 39.7%, over the nine months ended September 30,
2021 and represented 34.4% and 30.4% of total product revenue for the nine
months ended September 30, 2022 and 2021, respectively. This increase was due
primarily to decreases in product costs and improved operating leverage.

Service gross margin increased approximately $3.2 million, or 44.9%, over the
three months ended September 30, 2021. This represented 60.5% and 62.1% of total
service revenue for the three months ended September 30, 2022 and 2021,
respectively. The decrease in service gross margin percentage for the three
months ended September 30, 2022 was primarily due to a higher percentage of
lower margin installation labor work relative to other higher margin service
revenue components.

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Service gross margin increased approximately $9.1 million, or 47.5%, over the
nine months ended September 30, 2021. This represented 59.4% and 67.4% of total
service revenue for the nine months ended September 30, 2022 and 2021,
respectively. The decrease in service gross margin percentage for the nine
months ended September 30, 2022 was primarily due to a higher percentage of
lower margin installation labor work relative to other higher margin service
revenue components.

Operating Expenses

Sales and marketing expenses for the three months ended September 30, 2022
increased 28.4% compared to the same period in 2021. This increase was due to
increased personnel and travel related expenses related to support the ongoing
growth of the business. These expenses represented 7.0% and 7.2% of total
consolidated revenue for the three months ended September 30, 2022 and 2021,
respectively.

For the nine months ended September 30, 2022, sales and marketing expenses
increased 42.7% compared to the same period in 2021. This increase was due
mainly to increased personnel, increased expenses related to marketing events
that were suspended in 2021 due to COVID-19, and travel related expenses to
support the ongoing growth of the business. These expenses represented 7.5% and
6.9% of total consolidated revenue for the nine months ended September 30, 2022
and 2021, respectively.

General and administrative expenses grew approximately $3.0 million, or 32.4%
over the three months ended September 30, 2021. This increase in cost was due
primarily to increases in personnel, occupancy costs and professional fees to
support ongoing growth and acquisition related expenses including amortization
associated with intangible assets acquired in 2021. These costs represented
13.6% and 13.4% of total consolidated revenue for the three months ended
September 30, 2022 and 2021, respectively.

General and administrative expenses grew approximately $11.4 million, or 48.8%
over the nine months ended September 30, 2021. This increase in cost was due
primarily to increases in personnel, occupancy costs and professional fees to
support ongoing growth and acquisition related expenses including amortization
associated with intangible assets acquired in 2021. These costs represented
14.2% and 12.4% of total consolidated revenue for the nine months ended
September 30, 2022 and 2021, respectively.

Other Expenses



Other expenses consist of interest expense and foreign currency exchange
gain/loss. Interest expense increased during the three and nine months ended
September 30, 2022 due to borrowings on our line of credit and recent interest
rate increases. Foreign currency losses during the three and nine months ended
September 30, 2022 increased over the respective prior year periods due to
fluctuations in the various currencies in which we conduct business.

Income Tax Expense



Income tax expense for the three months ended September 30, 2022 increased $1.4
million from the three months ended September 30, 2021. Our effective tax rate
was 19.5% for the three months ended September 30, 2022 compared with 18.1% for
the three months ended September 30, 2021. The increase in our effective tax
rate was primarily due to the impact of international operations.

Income tax expense for the nine months ended September 30, 2022 increased $2.3
million from the same period in 2021. Our effective tax rate was 20.1% for the
nine months ended September 30, 2022 compared with 19.0% for the nine months
ended September 30, 2021. The increase in our effective tax rate was primarily
due to an increase in our state effective rate and the impact of international
operations.

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Net income for the three months ended September 30, 2022 increased 59.9% to $13.3 million.

Net income for the nine months ended September 30, 2022 increased 30.2% to $33.0 million.

Liquidity and Capital Resources



Our primary sources of liquidity are available cash and cash equivalents and
cash flows provided by operations. As of September 30, 2022, we had cash and
cash equivalents of $10.2 million. For the nine months ended September 30, 2022,
cash provided by operations was $9.7 million. We expect available cash,
internally generated funds, and borrowings from our committed credit facility to
be sufficient to support working capital needs, capital expenditures (including
acquisitions), and our debt service obligations. We are focused on continuing to
generate positive operating cash to fund our operational and capital investment
initiatives. We believe we have sufficient liquidity to operate for at least the
next 12 months from the date of filing this report.

Operating activities. Cash provided by operations for the nine months ended
September 30, 2022 was $9.7 million compared to $20.2 million during the nine
months ended September 30, 2021. This decrease was due mainly to increases in
inventory and other working capital items partially offset by an increase in net
income.

Investing activities. Cash used in investing activities totaled approximately
$9.8 million during the nine months ended September 30, 2022 compared to $35.7
million during the nine months ended September 30, 2021. This change was due
mainly to payments related to our 2021 acquisitions.

Financing activities. Cash flows provided by financing activities during the
nine months ended September 30, 2022 totaled approximately $0.7 million compared
to cash use in the prior year of $5.6 million. This change was due primarily to
new borrowings on our revolving credit facility during the nine months ended
September 30, 2022 and the prior year repayment of a term loan.

Debt obligations as of September 30, 2022 and December 31, 2021 totaled approximately $26.1 million and $25.5 million, respectively.

Future liquidity and capital resource requirements



We expect to fund ongoing operating expenses, capital expenditures,
acquisitions, interest payments, tax payments, credit facility maturities,
future lease obligations, and payments for other long-term liabilities with cash
flow from operations. In the short-term, we are contractually obligated to make
lease payments and make payments on unsecured non-interest bearing promissory
notes payable and contingent liabilities related to certain completed
acquisitions. In the long-term, we are contractually obligated to make lease
payments, pay contingent liabilities as they are earned, and repay borrowings on
our line of credit. We believe that we have sufficient cash and cash equivalents
and borrowing capacity to cover our estimated short-term and long-term funding
needs.

Credit Facilities

The Company has a $75.0 million revolving line of credit with a financial
institution. The facility is utilized to fund the Company's working capital
needs and other strategic initiatives, and is secured by a security interest in
substantially all of the Company's current and future assets. Borrowings under
the credit agreement bear interest at the Wall Street Journal U.S. Prime Rate
less 0.75% per annum if the Company's EBITDA ratio (as defined in the Loan
Agreement governing the facility) is equal to or less than 2.00 to 1.00 or the
Wall Street Journal U.S. Prime rate less 0.25% if the Company's EBITDA ratio is
greater than 2.00 to 1.00. The facility also includes a fee of 0.25% of the
unused capacity on the facility. The interest rate for this credit facility as
of September 30, 2022 and December 31, 2021 was 5.50% and

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2.50%, respectively. The Company paid interest charges on borrowings under this
facility of $0.4 million and $0.9 million during the three and nine months ended
September 30, 2022, respectively, and had a balance of $26.0 million and $25.0
million as of September 30, 2022 and December 31, 2021, respectively. This
facility matures on July 5, 2024.

The Loan Agreement governing the facility contains customary covenants relating to maintaining legal existence and good standing, complying with applicable laws, delivery of financial statements, payment of taxes and maintaining insurance. The Loan Agreement contains two financial covenants:



(1) Senior Funded Debt (as defined in the Loan Agreement) divided by EBITDA (as
defined in the Loan Agreement) at or below 3.50 : 1.00 when tested at the end of
each fiscal quarter on a rolling four-quarter basis, and

(2) A minimum Debt Service Coverage Ratio (as defined in the Loan Agreement) of 1.25 : 1.00 at the end of each fiscal quarter when measured on a rolling four-quarter basis.



The Company also has a CAD $4.5 million revolving credit facility through a
financial institution in Canada, and is maintained by XPEL Canada Corp., a
wholly-owned subsidiary of XPEL. This Canadian facility is utilized to fund the
Company's working capital needs in Canada. This facility bears interest at HSBC
Canada Bank's prime rate plus 0.25% per annum and is guaranteed by the parent
company. As of September 30, 2022 and December 31, 2021, no balance was
outstanding on this line of credit.

As of September 30, 2022 and December 31, 2021, the Company was in compliance with all debt covenants.




Critical Accounting Policies

There have been no material changes to the Company's critical accounting estimates from the information provided in the Annual Report.

Related Party Relationships



There are no family relationships between or among any of our directors or
executive officers. There are no arrangements or understandings between any two
or more of our directors or executive officers, and there is no arrangement,
plan or understanding as to whether non-management stockholders will exercise
their voting rights to continue to elect the current Board. There are also no
arrangements, agreements or understandings between non-management stockholders
that may directly or indirectly participate in or influence the management of
our affairs.

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