What changed in this filing

/stocks — the workspaceLOADING

Item 9A. Controls and Procedures

2023-03-15 compared with 2022-03-16 · 323 added, 363 removed, 1379 unchanged (33% of the section changed)

38 unchanged sentences

reporting is effective based on those criteria.

Our internal control over

financial reporting as of December 31, 2022, has been audited by Crowe LLP, an independent registered public accounting firm, as stated

in their report which is included herein.

Other Information

Not Applicable.

Disclosure Regarding Foreign Jurisdictions That Prevent

Not Applicable.

Directors and Executive Officers and Corporate Governance

2 unchanged sentences

2023 (the " 2023 Proxy Statement " ).

The 2022 Proxy Statement will be filed not later than April 30, 2022.

The 2023 Proxy Statement will be filed not later than May 1, 2023.

Information regarding executive officers of the registrant appears

23 unchanged sentences

Exhibit Number

Description (“**” indicates compensatory

plan or agreement.)

Restated Articles of Incorporation (Exhibit 3.1 to Form 10-K filed March 31, 2009)

Description (“**” indicates compensatory plan or

Restated Articles of Incorporation (Exhibit 3.1 to Form 10-K filed

March 31, 2009)

Certificate of Designation re Series B Preferred (Exhibit 3.1.1 to Form 8-K filed by the registrant on December 30, 2010)

and Restated Bylaws (Exhibit 3.3 to Form 8-K filed December 3, 2021)

Instruments defining the rights of holders of long-term debt of certain consolidated

subsidiaries of the registrant are omitted pursuant to the exclusion set forth in subdivisions (b)(iv)(iii)(A) and (b) (v)

of Item 601 of Regulation S-K (17 CFR 229.601).

The registrant agrees to provide copies of such instruments to the

United States Securities and Exchange Commission upon request.

of Indenture re Renewable Unsecured Subordinated Notes (“RUS Notes”).

(Exhibit 4.1 to Form S-2,

Amended and Restated Bylaws (Exhibit 3.2 to Form 8-K filed December 3, 2021)

Instruments defining the rights of holders of long-term debt of certain consolidated subsidiaries of the registrant are omitted pursuant to the exclusion set forth in subdivisions (b)(iv)(iii)(A) and (b)(v) of Item 601 of Regulation S-K (17 CFR 229.601).

The registrant agrees to provide copies of such instruments to the United States Securities and Exchange Commission upon request.

Form of Indenture re Renewable Unsecured Subordinated Notes

(“RUS Notes”).

(Exhibit 4.1 to Form S-1, no.

Form of RUS Notes (Exhibit 4.2 to Form S-1, no.

Form of Indenture re additional Renewable Unsecured Subordinated Notes (“ARUS Notes”) (Exhibit 4.1 to Form S-1, no.

Form of ARUS Notes (Exhibit 4.2 to Form S-1, no.

Supplement dated December 7, 2010 to Indenture re ARUS Notes (Exhibit 4.3 to Form S-1, no.

Supplement dated January 22, 2014 to Indenture re ARUS Notes (Exhibit 4.4 to Form S-1, no.

Supplement No.

1 dated December 7, 2010 to Indenture re RUS Notes (Exhibit 4.3 to Form S-1/A, no.

Supplement No.

2 dated January 22, 2014 to Indenture re RUS Notes (Exhibit 4.4 to Form S-1, no.

1997 Long-Term Incentive Stock Plan ("1997 Plan") (Exhibit 10.20 to Form S-2, no.

6 unchanged sentences

Registrant’s Code of Ethics for Senior Financial Officers (Exhibit 14 to Form 10-K filed March 13, 2006)

List of subsidiaries of the registrant (Exhibit 21 to Form 10-K filed March 16, 2020)

List of subsidiaries of the registrant (filed herewith)

Consent of Crowe LLP (filed herewith)

2 unchanged sentences

Section 1350 certification (filed herewith)

Inline XBRL Instance Document

Inline XBRL Taxonomy Extension Schema Document

Inline XBRL Taxonomy Extension Calculation Linkbase Document

Inline XBRL Taxonomy Extension Definition Linkbase Document

Inline XBRL Taxonomy Extension Label Linkbase Document

Inline XBRL Taxonomy Extension Presentation Linkbase Document

Cover Page Interactive Data File (formatted as Inline XBRL and contained in Exhibit 101)

Form 10-K Summary

Pursuant to the requirements of Section 13 or 15(d)

4 unchanged sentences

/s/ CHARLES E.

Bradley, Jr., President

Bradley, Jr., Director and Chief Executive Officer

Pursuant to the requirements of the Securities

4 unchanged sentences

Bradley, Jr., Director

President and Chief Executive Officer

and Chief Executive Officer

(Principal Executive Officer)

March 15, 2023

Adams, Director

/s/ STEPHEN H.

Deckoff, Director

March 15, 2023

Lou Grasso, Director

Grasso, Director

March 15, 2023

2 unchanged sentences

March 15, 2023

Rayhill, Director

March 15, 2023

/s/ WILLIAM B.

1 unchanged sentence

March 15, 2023

Walker, Director

March 15, 2023

/s/ GREGORY S.

4 unchanged sentences

March 15, 2023

/s/ JEFFREY P.

Fritz, Executive Vice President and Chief Financial Officer

/s/ DENESH BHARWANI

Denesh Bharwani, Executive Vice President and Chief Financial Officer

(Principal Accounting Officer)

INDEX TO FINANCIAL STATEMENTS

Page Reference

Report of Independent Registered Public Accounting Firm

Report of Crowe LLP, Independent Registered Public Accounting Firm (PCAOB ID:

Consolidated Balance Sheets as of December 31, 2022 and 2021

5 unchanged sentences

REPORT OF INDEPENDENT REGISTERED PUBLIC ACCOUNTING

To the Board of Directors and Shareholders

Shareholders and the Board of Directors of

Consumer Portfolio Services, Inc.

1 unchanged sentence

Las Vegas, Nevada

Opinion on the Financial Statements

Opinions on the Financial Statements and Internal Control over Financial

We have audited the accompanying consolidated

1 unchanged sentence

and Subsidiaries (the "Company") as of December 31, 2022 and 2021, the related

consolidated statements of income, comprehensive income, shareholders’ equity, and cash flows for each of the three years in the

consolidated statements of income, comprehensive income, shareholders’ equity, and cash flows for each of the years in the three-year

period ended December 31, 2022, and the related notes (collectively referred to as the "financial statements") 2 .

In our opinion,

the financial statements present fairly, in all material respects, the financial position of the Company as of December 31, 2021 and 2020,

and the results of its operations and its cash flows for each of the three years in the period ended December 31, 2021, in conformity

with accounting principles generally accepted in the United States of America.

Explanatory Paragraph - Change in Accounting Principle

As discussed in Note 1 to the financial statements,

the Company has changed its method of accounting for credit losses effective January 1, 2020 due to the adoption of Financial Accounting

Standards Board (FASB) Accounting Standards Codification No.

326, Financial Instruments – Credit Losses (ASC 326).

The Company adopted

the new credit loss standard using the modified retrospective method such that prior period amounts are not adjusted and continue to be

reported in accordance with previously applicable generally accepted accounting principles.

Basis for Opinion

These financial statements are the responsibility

of the Company's management.

Our responsibility is to express an opinion on the Company's financial statements based on our audits.

are a public accounting firm registered with the Public Company Accounting Oversight Board (United States) ("PCAOB") and are

required to be independent with respect to the Company in accordance with the U.S.

federal securities laws and the applicable rules and

regulations of the Securities and Exchange Commission and the PCAOB.

We also have audited the Company’s internal control over financial reporting as of December 31, 2022, based on criteria established

in Internal Control – Integrated Framework:

(2013) issued by the Committee of Sponsoring Organizations of the Treadway Commission

In our opinion, the financial statements referred

to above present fairly, in all material respects, the financial position of the Company as of December 31, 2022 and 2021, and the results

of its operations and its cash flows for each of the years in the three-year period ended December 31, 2022 in conformity with accounting

principles generally accepted in the United States of America.

Also in our opinion, the Company maintained, in all material respects,

effective internal control over financial reporting as of December 31, 2022, based on criteria established in Internal Control –

Integrated Framework:

(2013) issued by COSO.

Basis for Opinions

The Company’s management is responsible

for these financial statements, for maintaining effective internal control over financial reporting, and for its assessment of the effectiveness

of internal control over financial reporting, included in the accompanying Management’s Report on Internal Controls over Financial

Our responsibility is to express an opinion on the Company’s financial statements and an opinion on the Company’s

internal control over financial reporting based on our audits.

We are a public accounting firm registered with the Public Company Accounting

Oversight Board (United States) ("PCAOB") and are required to be independent with respect to the Company in accordance with

federal securities laws and the applicable rules and regulations of the Securities and Exchange Commission and the PCAOB.

We conducted our audits in accordance with the

standards of the PCAOB.

Those standards require that we plan and perform the audit to obtain reasonable assurance about whether the financial

statements are free of material misstatement, whether due to error or fraud.

The Company is not required to have, nor were we engaged

to perform, an audit of its internal control over financial reporting.

As part of our audits we are required to obtain an understanding

of internal control over financial reporting but not for the purpose of expressing an opinion on the effectiveness of the Company's internal

control over financial reporting.

Accordingly, we express no such opinion.

Our audits included performing procedures to assess

the risks of material misstatement of the financial statements, whether due to error or fraud, and performing procedures that respond

to those risks.

Such procedures included examining, on a test basis, evidence regarding the amounts and disclosures in the financial statements.

Our audits also included evaluating the accounting principles used and significant estimates made by management, as well as evaluating

the overall presentation of the financial statements.

We believe that our audits provide a reasonable basis for our opinion.

Those standards require that we plan and perform the audits to obtain reasonable assurance about whether the financial

statements are free of material misstatement, whether due to error or fraud, and whether effective internal control over financial reporting

was maintained in all material respects.

Our audits of the financial statements included

performing procedures to assess the risks of material misstatement of the financial statements, whether due to error or fraud, and performing

procedures that respond to those risks.

Such procedures included examining, on a test basis, evidence regarding the amounts and disclosures

in the financial statements.

Our audits also included evaluating the accounting principles used and significant estimates made by management,

as well as evaluating the overall presentation of the financial statements.

Our audit of internal control over financial reporting included

obtaining an understanding of internal control over financial reporting, assessing the risk that a material weakness exists, and testing

and evaluating the design and operating effectiveness of internal control based on the assessed risk.

Our audits also included performing

such other procedures as we considered necessary in the circumstances.

We believe that our audits provide a reasonable basis for our opinions.

Definition and Limitations of Internal Control

Over Financial Reporting

A company’s internal control over financial

reporting is a process designed to provide reasonable assurance regarding the reliability of financial reporting and the preparation of

financial statements for external purposes in accordance with generally accepted accounting principles.

A company’s internal control

over financial reporting includes those policies and procedures that (1) pertain to the maintenance of records that, in reasonable detail,

accurately and fairly reflect the transactions and dispositions of the assets of the company;

(2) provide reasonable assurance that transactions

are recorded as necessary to permit preparation of financial statements in accordance with generally accepted accounting principles, and

that receipts and expenditures of the company are being made only in accordance with authorizations of management and directors of the

and (3) provide reasonable assurance regarding prevention or timely detection of unauthorized acquisition, use, or disposition

of the company’s assets that could have a material effect on the financial statements.

Because of its inherent limitations, internal

control over financial reporting may not prevent or detect misstatements.

Also, projections of any evaluation of effectiveness to future

periods are subject to the risk that controls may become inadequate because of changes in conditions, or that the degree of compliance

with the policies or procedures may deteriorate.

Critical Audit Matters

26 unchanged sentences

evaluating the audit evidence obtained from these procedures.

Our primary audit procedures to address this critical audit matter

Testing the design and operating effectiveness of controls over the

application of the assumptions used to support the estimate of loans at fair value included addressing:

· The completeness and accuracy of data

· Third-party model review

· Review of management’s judgments and significant assumptions over inputs

Substantively testing management's process, including

evaluating management’s judgments and assumptions, for developing the estimate of loans at fair value included:

· Using an auditor employed valuation specialist to assist in testing the Company’s estimate of fair

21 unchanged sentences

used to create forecasts in its credit loss model as a critical audit matter as it involves especially subjective auditor judgment.

The primary procedures we performed to address this critical audit

matter included:

Testing the design and operating effectiveness of controls over the

application of the assumptions used to support the estimate of the allowance for credit losses included addressing:

· The completeness and accuracy of internal data

· Review of management’s judgments and significant assumptions over inputs

Substantively testing management's process, including

evaluating management’s judgments and assumptions, for developing the estimate of the allowance for credit losses included:

· Evaluating the appropriateness of the methodology for developing the forecast and qualitative factors.

3 unchanged sentences

/s/ Crowe LLP

We have served as the Company's auditor since 2008.

Dallas, Texas

March 15, 2023

We have served as the Company's auditor since 2008.

CONSUMER PORTFOLIO SERVICES, INC.

25 unchanged sentences

Series B preferred stock, $ 1 par value;

authorized 1,870 shares;

authorized 1,870

Common stock, no par value;

authorized 75,000,000 shares;

21,143,764 and 22,737,342 shares issued and

outstanding at December 31, 2021 and December 31, 2020, respectively

20,131,323 and 21,143,764 shares issued and outstanding at December 31, 2022 and December 31, 2021, respectively

Retained earnings

27 unchanged sentences

Other comprehensive income (loss);

change in funded status of pension plan, net of

$ 2,851 , $ 55 and $ 330 in tax for 2021, 2020 and 2019, respectively

change in funded status of pension plan, net of $ 513 , $ 2,554 and $ 55 in tax for 2022, 2021 and 2020, respectively

Comprehensive income

11 unchanged sentences

Balance at December 31, 2020

Adoption of ASC 326

Balance at January 1, 2020

Common stock issued upon exercise of options and warrants

11 unchanged sentences

AND SUBSIDIARIES

CONSOLIDATED STATEMENTS OF CASH FLOWS

CONSOLIDATED STATEMENTS OF CASH

(In thousands)

32 unchanged sentences

( 1,153,114 )

( 1,009,988 )

Payment of financing costs

2 unchanged sentences

Net cash provided by (used in) financing activities

Increase in cash and cash equivalents

Increase (decrease) in cash and cash equivalents

Cash and cash equivalents at beginning of year

2 unchanged sentences

Cash paid (received) during the period for:

Non-cash financing activities:

Right-of-use asset, net

Lease liability

Deferred office rent

See accompanying Notes to Consolidated Financial Statements.

1 unchanged sentence

AND SUBSIDIARIES

NOTES TO CONSOLIDATED FINANCIAL STATEMENTS

NOTES TO CONSOLIDATED FINANCIAL

(1) Summary of Significant Accounting Policies

5 unchanged sentences

vehicle dealers ("Dealers") located throughout the United States.

Customers located in California, Ohio, Texas, Florida, Indiana,

and Pennsylvania represented 10.9 %, 9.3 %, 6.1 %, 5.0 %, 5.0 %, 4.6 % and respectively, of contracts purchased during 2021 compared with 13.5 %,

11.1 %, 5.1 %, 4.6 %, 5.4 %, and 3.4 % respectively in 2020.

Customers located in California, Texas, Ohio, Illinois, Florida,

Pennsylvania, and Indiana represented 8.2 %, 7.8 %, 7.6 %, 5.7 %, 5.1 %, 4.6 %, and 4.6 % respectively, of contracts purchased during 2022 compared

with 10.9 %, 6.1 %, 9.3 %, 3.6 %, 5.0 %, 4.6 %, and 5.0 % respectively in 2021.

No other state had a concentration in excess of 4.6% in 2022.

We specialize in

contracts with vehicle purchasers who generally would not be expected to qualify for traditional financing provided by commercial banks

or automobile manufacturers’ captive finance companies.

We specialize in contracts with vehicle purchasers who generally would not be expected to qualify for traditional financing provided by

commercial banks or automobile manufacturers’ captive finance companies.

We are subject to various

36 unchanged sentences

Management may authorize an extension of payment terms if collection appears likely during the next calendar month.

CONSUMER PORTFOLIO SERVICES, INC.

AND SUBSIDIARIES

NOTES TO CONSOLIDATED FINANCIAL STATEMENTS

Our portfolio of finance receivables

6 unchanged sentences

that is greater than 90 days delinquent are first applied to accrued interest and then to principal reduction.

CONSUMER PORTFOLIO SERVICES, INC.

AND SUBSIDIARIES

NOTES TO CONSOLIDATED FINANCIAL STATEMENTS

Finance Receivables Measured at Fair Value

15 unchanged sentences

value, an adjustment would be required.

For the periods ended December 31, 2020 and 2021, the Company considered the effect of the pandemic

on the portfolio of finance receivables carried at fair value and recorded a mark down to that portfolio of $ 29.5 million and $ 4.4 million,

respectively.

For the twelve-month period ended December 31, 2022 include a $ 15.3 million positive mark to the

carrying value of the portion of the receivables portfolio accounted for at fair value.

The Company considered the effect of the pandemic

on the portfolio of finance receivables carried at fair value and recorded a mark down to that portfolio of $ 4.4 million for the twelve-month

period ended December 31, 2021.

Anticipated credit losses

25 unchanged sentences

As conditions change, our level of provisioning and/or allowance may change.

CONSUMER PORTFOLIO SERVICES, INC.

AND SUBSIDIARIES

NOTES TO CONSOLIDATED FINANCIAL STATEMENTS

Charge Off Policy

7 unchanged sentences

charged off no later than the end of the month that the Contract becomes five scheduled payments past due.

CONSUMER PORTFOLIO SERVICES, INC.

AND SUBSIDIARIES

NOTES TO CONSOLIDATED FINANCIAL STATEMENTS

Contract Acquisition Fees and Origination Costs

17 unchanged sentences

Contract balance to the line item "Other Assets" on our Consolidated Balance Sheet at its estimated fair value less costs to

Included in other assets in the accompanying Consolidated Balance Sheets are repossessed vehicles pending sale of $ 2.5 million and

Included in other assets in the accompanying Consolidated Balance Sheets are repossessed vehicles pending sale of $ 571,000 and $ 2.5

million at December 31, 2022 and 2021, respectively.

Treatment of Securitizations

T reatment of Securitizations

Our term securitization structure has generally

28 unchanged sentences

and decreased from time to time based on performance of the various portfolios, and have also varied from one Trust to another.

CONSUMER PORTFOLIO SERVICES, INC.

AND SUBSIDIARIES

NOTES TO CONSOLIDATED FINANCIAL STATEMENTS

Our warehouse securitization

11 unchanged sentences

trust debt on our Consolidated Balance Sheet.

CONSUMER PORTFOLIO SERVICES, INC.

AND SUBSIDIARIES

NOTES TO CONSOLIDATED FINANCIAL STATEMENTS

We receive periodic base

servicing fees for the servicing and collection of the contracts.

In addition, we are entitled to the cash flows from the Trusts that

represent collections on the contracts in excess of the amounts required to pay principal and interest on the Notes, the base servicing

fees, and certain other fees (such as trustee and custodial fees).

Required principal payments on the Notes are generally defined as

the payments sufficient to keep the principal balance of the Notes equal to the aggregate principal balance of the related contracts

(excluding those contracts that have been charged off), or a pre-determined percentage of such balance.

Where that percentage is less

than 100%, the related Securitization Agreements require accelerated payment of principal until the principal balance of the Notes is

reduced to the specified percentage.

Such accelerated principal payment is said to create “overcollateralization” of the

We receive periodic base servicing

fees for the servicing and collection of the contracts.

In addition, we are entitled to the cash flows from the Trusts that represent

collections on the contracts in excess of the amounts required to pay principal and interest on the Notes, the base servicing fees, and

certain other fees (such as trustee and custodial fees).

Required principal payments on the Notes are generally defined as the payments

sufficient to keep the principal balance of the Notes equal to the aggregate principal balance of the related contracts (excluding those

contracts that have been charged off), or a pre-determined percentage of such balance.

Where that percentage is less than 100%, the related

Securitization Agreements require accelerated payment of principal until the principal balance of the Notes is reduced to the specified

Such accelerated principal payment is said to create " overcollateralization "

of the Notes.

If the amount of cash required

36 unchanged sentences

is included with depreciation expense on owned assets.

CONSUMER PORTFOLIO SERVICES, INC.

AND SUBSIDIARIES

NOTES TO CONSOLIDATED FINANCIAL STATEMENTS

Impairment of Long-Lived Assets and Long-Lived Assets to Be

7 unchanged sentences

disposed of are reported at the lower of carrying amount or fair value less costs to sell.

CONSUMER PORTFOLIO SERVICES, INC.

AND SUBSIDIARIES

NOTES TO CONSOLIDATED FINANCIAL STATEMENTS

The following table presents the primary components

3 unchanged sentences

(In thousands)

Third-party portfolio

Direct mail revenues

4 unchanged sentences

Earnings Per Share

Earnings per share were calculated using the weighted

average number of shares outstanding for the related period.

The following table illustrates the computation of basic and diluted earnings

Earnings per share were calculated

using the weighted average number of shares outstanding for the related period.

The following table illustrates the computation of basic

and diluted earnings per share:

Schedule of computation of earnings per share

2 unchanged sentences

Numerator for basic and diluted earnings per share

Denominator for basic earnings per share

- weighted average number of common shares outstanding during the year

Incremental common shares attributable to exercise of

outstanding options and warrants

Denominator for basic earnings per share - weighted average number of common shares outstanding during

Incremental common shares attributable to exercise of outstanding options and

Denominator for diluted earnings per share

1 unchanged sentence

Diluted earnings per share

Incremental shares of 5.7

million, 13.6 million and 11.3 million related to stock options and warrants have been excluded from the diluted earnings per share calculation

for the years ended December 31, 2021, 2020 and 2019, respectively, because the effect is anti-dilutive.

CONSUMER PORTFOLIO SERVICES, INC.

1 unchanged sentence

NOTES TO CONSOLIDATED FINANCIAL STATEMENTS

Incremental shares of 1.2

million , 5.7 million and 13.6 million related to stock options and warrants have been excluded from the diluted earnings per share calculation

for the years ended December 31, 2022, 2021 and 2020, respectively, because the effect is anti-dilutive.

Deferral and Amortization of Debt Issuance Costs

34 unchanged sentences

in the near term and, accordingly, actual results could differ from those estimates.

CONSUMER PORTFOLIO SERVICES, INC.

AND SUBSIDIARIES

NOTES TO CONSOLIDATED FINANCIAL STATEMENTS

Reclassification

1 unchanged sentence

year have been reclassified to conform to the current year’s presentation with no effect on previously reported earnings or shareholders’

Financial Covenants

Financial Covenant s

Certain of our securitization

7 unchanged sentences

with all such financial covenants.

CONSUMER PORTFOLIO SERVICES, INC.

AND SUBSIDIARIES

NOTES TO CONSOLIDATED FINANCIAL STATEMENTS

Provision for Contingent Liabilities

6 unchanged sentences

amount of losses that may ultimately be incurred, over and above such losses as are probable, cannot be estimated with certainty.

Recently Issued Accounting Standards

In June 2016, the Financial

Accounting Standards Board (“FASB”) issued Accounting Standards Codification ("ASC")Topic 326, which changes the

criteria under which credit losses on financial instruments (such as the Company’s finance receivables) are measured.

ASC 326 introduces

a new credit reserving model known as the Current Expected Credit Loss (“CECL”) model, which replaces the incurred loss impairment

methodology previously used under U.S.

GAAP with a methodology that records currently the expected lifetime credit losses on financial

To establish such lifetime credit loss estimates, consideration of a broadened range of reasonable and supportable information

to establish credit loss estimates is required.

ASC 326 was initially scheduled to become effective for interim and annual reporting periods

beginning after December 15, 2019, however on October 16, 2019, the FASB changed the effective date for smaller reporting companies to

interim and annual reporting periods beginning after December 15, 2022, with early adoption permitted.

Effective January 1, 2020, the Company adopted

the CECL model.

The adoption of CECL required that we establish an allowance for the remaining expected lifetime credit losses on the

portion of the Company’s receivable portfolio for which the Company was not already using fair value accounting.

We refer to that

portion, which is those receivables that were originated prior to January 2018, as our “legacy portfolio”.

To comply with

CECL, the Company recorded an addition to its allowance for finance credit losses of $127.0 million.

In accordance with the rules for

adopting CECL, the offset to the addition to the allowance for finance credit losses was a tax affected reduction to retained earnings

using the modified retrospective method, and not a current period expense.

Coronavirus Pandemic

In December 2019, a new strain

of coronavirus (the “COVID-19 virus”) originated in Wuhan, China.

Since its discovery, the COVID-19 virus has spread throughout

the world, and the outbreak has been declared to be a pandemic by the World Health Organization.

We refer from time to time in this report

to the outbreak and spread of the COVID-19 virus as “the pandemic.”

Results for the year ended

December 31, 2020 include the estimated potential effect on credit performance resulting from the uncertainty associated with the pandemic.

We recorded a $ 14.1 million charge to the provision for credit losses for the legacy portfolio accounted for under CECL and a $ 29.5 million

mark down to the recorded value of the finance receivables measured at fair value.

During the twelve-month period

ended December 31, 2021, we recorded a reduction to provision for credit losses in the amount of $ 14.6 million.

The reserve decrease was

primarily due to a decrease in lifetime expected credit losses resulting from improved credit performance.We measure our portfolio of

finance receivables carried at fair value with consideration for unobservable inputs that reflect our own assumptions about the factors

that market participants use in pricing similar receivables and are based on the best information available in the circumstances.

include such inputs as estimates for the magnitude and timing of net charge-offs and the rate of amortization of the portfolio.

and the adverse effect it may have on the U.S.

economy and our obligors may cause us to consider significant changes in any of those inputs,

which in turn may have a significant effect on our fair value measurement.

CONSUMER PORTFOLIO SERVICES, INC.

AND SUBSIDIARIES

NOTES TO CONSOLIDATED FINANCIAL STATEMENTS

(2) Restricted Cash

17 unchanged sentences

Any payments received on a contract that is greater than 90 days delinquent are first applied to accrued interest and then to principal

CONSUMER PORTFOLIO SERVICES, INC.

AND SUBSIDIARIES

NOTES TO CONSOLIDATED FINANCIAL STATEMENTS

In January 2018 the Company

4 unchanged sentences

finance receivables, net of unearned interest:

finance receivables

Schedule of finance receivables

Finance receivables

19 unchanged sentences

Schedule of amortized cost basis of finance receivables

(In thousands)

Delinquency Status

CONSUMER PORTFOLIO SERVICES, INC.

AND SUBSIDIARIES

NOTES TO CONSOLIDATED FINANCIAL STATEMENTS

(In thousands)

Finance receivables totaling

6 unchanged sentences

Charge offs are deducted from the allowance when management believes that collectability is unlikely.

CONSUMER PORTFOLIO SERVICES, INC.

AND SUBSIDIARIES

NOTES TO CONSOLIDATED FINANCIAL STATEMENTS

Management estimates the allowance

34 unchanged sentences

factors into our estimates.

CONSUMER PORTFOLIO SERVICES, INC.

AND SUBSIDIARIES

NOTES TO CONSOLIDATED FINANCIAL STATEMENTS

The following table presents

5 unchanged sentences

Total amortized cost basis

CONSUMER PORTFOLIO SERVICES, INC.

AND SUBSIDIARIES

NOTES TO CONSOLIDATED FINANCIAL STATEMENTS

At the adoption of CECL, the Company recorded

2 unchanged sentences

the addition to the allowance for finance credit losses was a tax affected reduction to retained earnings using the modified retrospective

For the year ended December 31, 2021, we recorded

a reduction to provision for credit losses on finance receivables in the amount of $ 14.6 million.

The reserve decrease was primarily due

to a decrease in lifetime expected credit losses resulting from improved credit performance, an improved macroeconomic outlook and higher

used car prices.

The Company made additional provisions for credit losses of $ 14.1 million for the year ended December 30, 2020.

reserve increases were made in consideration for the uncertainty associated with the pandemic.

The Company recorded a reduction to provision

for credit losses on finance receivables in the amount of $ 28.1 million and $ 14.6 million for the years ended December 31, 2022, and 2021,

respectively.

The reserve decrease was primarily due to a decrease in lifetime expected credit losses resulting from improved credit performance,

an improved macroeconomic outlook and higher used car prices.

The Company made additional provisions for credit losses of $ 14.1 million

for the year ended December 30, 2020.

Those reserve increases were made in consideration for the uncertainty associated with the pandemic.

The following table presents

3 unchanged sentences

Balance at beginning of year

Impact of adopting ASC 326

Impact of adoption ASC 326

Provision for credit losses on finance receivables

Balance at end of year

CONSUMER PORTFOLIO SERVICES, INC.

AND SUBSIDIARIES

NOTES TO CONSOLIDATED FINANCIAL STATEMENTS

Excluded from finance receivables

8 unchanged sentences

Net repossessed inventory included in other assets

CONSUMER PORTFOLIO SERVICES, INC.

AND SUBSIDIARIES

NOTES TO CONSOLIDATED FINANCIAL STATEMENTS

(4) Furniture and Equipment

9 unchanged sentences

and $ 1,784,000 for the years ended December 31, 2022, 2021 and 2020, respectively.

There were $ 21,000 in equipment disposals during the

year ended December 31, 2021.

CONSUMER PORTFOLIO SERVICES, INC.

AND SUBSIDIARIES

NOTES TO CONSOLIDATED FINANCIAL STATEMENTS

(5) Securitization Trust Debt

2 unchanged sentences

The debt issued in these

transactions is shown on our Consolidated Balance Sheets as “Securitization trust debt,” and the components of such debt

are summarized in the following table:

transactions is shown on our Consolidated Balance Sheets as “Securitization trust debt,” and the components of such debt are

summarized in the following table:

CONSUMER PORTFOLIO SERVICES, INC.

AND SUBSIDIARIES

NOTES TO CONSOLIDATED FINANCIAL STATEMENTS

Schedule of securitization trust debt

Contractual Debt

Interest Rate at

(Dollars in thousands)

September 2022

September 2023

December 2023

September 2024

December 2024

September 2025

September 2026

December 2026

November 2027

September 2028

December 2028

_________________________

3 unchanged sentences

Expected payments, which will depend on the performance of such receivables, as to which there can be no assurance,

are $ 687.9 million in 2022, $ 621.2 million in 2023, $ 150.6 million in 2024, $ 167.0 million in 2025, $ 92.1 million in 2026, and $ 41.2 million

are $ 804.4 million in 2023, $ 578.9 million in 2024, $ 339.1 million in 2025, $ 202.3 million in 2026, $ 128.1 million in 2027, $ 55.3 million

in 2028, and $ 0.6 million in 2029.

(2) Includes repossessed assets that are included in Other Assets on our Consolidated Balance Sheets.

38 unchanged sentences

to pay any of our other creditors.

CONSUMER PORTFOLIO SERVICES, INC.

AND SUBSIDIARIES

NOTES TO CONSOLIDATED FINANCIAL STATEMENTS

The terms of our debt outstanding at December

5 unchanged sentences

Warehouse lines of credit

5.50% over one month Libor (Minimum 6.50%)

3.00% over one month Libor (Minimum 3.75%)

December 2022

3.50% over a commercial paper rate (Minimum 4.50%)

3.00% over CP yield rate (Minimum 3.75%) 7.48% and 3.75% at December 31, 2022 and December 31 2021, respectively

4.15% over a commercial paper rate (Minimum 5.15%) 8.60% and 5.15% at December 31 2022, and December 31 2021, respectively

Residual interest financing

2 unchanged sentences

Weighted average rate of 7.82 % and 8.93 % at December 31, 2022 and December 31, 2021, respectively

Weighted average maturity of January 2024 and January 2023 at December 31, 2021 and December 31,

2020, respectively

Weighted average maturity of October 2024 and January 2024 at December 31, 2022 and December 31, 2021, respectively

CONSUMER PORTFOLIO SERVICES, INC.

2 unchanged sentences

Debt issuance costs of $ 2.6

and $ 1.5 million as of December 31, 2021 and December 31, 2020, respectively, have been excluded from the table above.

These debt issuance

costs are presented as a direct deduction to the carrying amount of the Warehouse lines of credit and residual interest financing on our

Consolidated Balance Sheets.

million and $ 400,000 as of December 31, 2022 and December 31, 2021, respectively, have been excluded from the table above.

issuance costs are presented as a direct deduction to the carrying amount of the Warehouse lines of credit and residual interest financing

on our Consolidated Balance Sheets.

On May 11, 2012, we entered

3 unchanged sentences

facility provides for effective advances up to 86.0% of eligible finance receivables.

The loans under the facility accrue interest at

one-month LIBOR plus 3.00% per annum, with a minimum rate of 3.75% per annum.

In December 2020, this facility was amended to extend the

revolving period to December 2022 and to include an amortization period through December 2023 for any receivables pledged to the facility

The Class A loans under the facility generally accrue

interest during the revolving period at a per annum rate equal to one-month SOFR plus 3.00% per annum, with a minimum rate of 3.75% per

annum and during the amortization period at a per annum rate equal to one-month SOFR plus 4.00% per annum, with a minimum rate of 4.75%

The Class B loans under the facility generally accrue interest during the revolving period at a per annum rate equal to 8.50%

per annum and during the amortization period at a per annum rate equal to 9.50% per annum.

In July 2022, we renewed our two-year revolving

credit agreement with Citibank, N.A., and doubled the capacity from $100 million to $200 million.

This facility was amended to extend

the revolving period to July 2024 and to include an amortization period through July 2025 for any receivables pledged to the facility

at the end of the revolving period.

At December 31, 2022 there was $ 150.3 million outstanding under this facility.

On April 17, 2015, we entered

into an additional $ 100 million one-year warehouse credit line with Fortress Investment Group.

The facility is structured to allow us

to fund a portion of the purchase price of automobile contracts by borrowing from a credit facility to our consolidated subsidiary Page

Six Funding, LLC.

The facility provides for effective advances up to 88.0% of eligible finance receivables.

The loans under the facility

accrue interest at one-month LIBOR plus 5.50% per annum, with a minimum rate of 6.50% per annum.

In February 2019, this facility was amended

to extend the revolving period to February 2021 followed by an amortization period through February 2023 for any receivables pledged to

the facility at the end of the revolving period.

On November 24, 2015, we entered

into an additional $ 100 million one-year warehouse credit line with affiliates of Credit Suisse Group and Ares Management LP.

is structured to allow us to fund a portion of the purchase price of automobile contracts by borrowing from a credit facility to our consolidated

subsidiary Page Nine Funding, LLC.

The facility provides for effective advances up to 88.0% of eligible finance receivables.

under the facility accrue interest at a commercial paper rate plus 4.00% per annum, with a minimum rate of 5.00% per annum.

2019, this facility was amended to extend the revolving period to December 2021 followed by an amortization period through December 2023

for any receivables pledged to the facility at the end of the revolving period.

At December 31, 2021 there was $ 35.4 million outstanding

under this facility.

In February 2021, we repaid this facility in full at its maturity date.

This facility was most recently renewed in

February 2022, extending the revolving period to January 2024, followed by an amortization period of January 2028.

The total outstanding debt

on our three warehouse lines of credit was $ 106 .0 million as of December 31, 2021, compared to $ 120.5 million outstanding as of December

On May 16, 2018, we completed

a $ 40 .0 million securitization of residual interests from previously issued securitizations.

In this residual interest financing transaction,

qualified institutional buyers purchased $ 40 .0 million of asset-backed notes secured by residual interests in thirteen CPS securitizations

consecutively conducted from September 2013 through December 2016, and an 80% interest in a CPS affiliate that owns the residual interests

in the four CPS securitizations conducted in 2017.

The sold notes (“2018-1 Notes”), issued by CPS Auto Securitization Trust

2018-1, consist of a single class with a coupon of 8.595%.

On February 2, 2022, we renewed

our two-year revolving credit agreement with Ares Agent Services, L.P.

The facility is structured to allow us to fund a portion of the

purchase price of automobile contracts by borrowing from a credit facility to our consolidated subsidiary Page Nine Funding, LLC.

facility provides for effective advances up to 88.00% of eligible finance receivables.

The loans under the facility accrue interest at

a commercial paper rate plus 4.15% per annum, with a minimum rate of 5.15% per annum.

In June 2022, we increased the capacity of our credit

agreement with Ares Agent Services, L.P.

from $100 million to $200 million.

This facility was amended to extend the revolving period to

January 2024 followed by an amortization period through January 2028 for any receivables pledged to the facility at the end of the revolving

At December 31, 2022 there was $ 137.6 million outstanding under this facility.

The total outstanding debt

on our two warehouse lines of credit was $ 287.9 million as of December 31, 2022, compared to $ 106.0 million outstanding as of December

On June 30, 2021, we completed

13 unchanged sentences

a specified minimum collateral ratio.

CONSUMER PORTFOLIO SERVICES, INC.

AND SUBSIDIARIES

NOTES TO CONSOLIDATED FINANCIAL STATEMENTS

Unamortized debt issuance

3 unchanged sentences

on our Consolidated Balance Sheets.

CONSUMER PORTFOLIO SERVICES, INC.

AND SUBSIDIARIES

NOTES TO CONSOLIDATED FINANCIAL STATEMENTS

We must comply with certain

4 unchanged sentences

See the discussion of financial covenants in Note 1.

The following table summarizes the contractual

and expected maturity amounts of our outstanding subordinated renewable notes as of December 31, 2021:

The following table summarizes

the contractual and expected maturity amounts of our outstanding subordinated renewable notes as of December 31, 2022:

Schedule of expected maturity amounts for long-term debt

10 unchanged sentences

subscription rights and there are no redemption or sinking fund provisions applicable to the common stock.

CONSUMER PORTFOLIO SERVICES, INC.

AND SUBSIDIARIES

NOTES TO CONSOLIDATED FINANCIAL STATEMENTS

Stock Purchases

2 unchanged sentences

shares of our common stock at an average price of $ 11.11 .

In November and December 2021 our board of directors authorized the repurchase of up to $ 13.68

In January, March, and July 2022 our board of directors authorized the repurchase of up to $ 35.0

million of our common stock.

2 unchanged sentences

The table below describes the purchase

of our common stock for the twelve-month periods ended December 31, 2021 and 2020:

of our common stock for the twelve-month period ended December 31, 2022 and 2021:

Schedule of stock purchases

5 unchanged sentences

Total stock purchases

CONSUMER PORTFOLIO SERVICES, INC.

AND SUBSIDIARIES

NOTES TO CONSOLIDATED FINANCIAL STATEMENTS

Options and Warrants

30 unchanged sentences

Expected dividend yield

CONSUMER PORTFOLIO SERVICES, INC.

AND SUBSIDIARIES

NOTES TO CONSOLIDATED FINANCIAL STATEMENTS

For the years ended December

6 unchanged sentences

had intrinsic values of $ 7.8 million and $ 9.7 million , respectively.

The total intrinsic value of options exercised was $ 9.0 million and

$ 1.0 million for the years ended December 31, 2021 and 2020, respectively.

New shares were issued for all options exercised during the

year ended December 2021 and cash of $ 6.0 million was received.

At December 31, 2021, there were a total of 3,881,000 additional shares

available for grant under the 2006 Plan.

The total intrinsic value of options exercised was $ 23.4 million

and $ 9.0 million for the years ended December 31, 2022 and 2021, respectively.

New shares were issued for all options exercised during

the year ended December 2022 and cash of $ 15.3 million was received.

At December 31, 2022, there were a total of 2,661,000 additional

shares available for grant under the 2006 Plan.

CONSUMER PORTFOLIO SERVICES, INC.

AND SUBSIDIARIES

NOTES TO CONSOLIDATED FINANCIAL STATEMENTS

Stock option activity for

15 unchanged sentences

December 31, 2021

Range of exercise prices:

(In thousands)

Range of exercise prices:

$0.95 - $1.99

5 unchanged sentences

$7.00 - $7.99

$10.00 - $10.99

We did not issue any stock options with an exercise

51 unchanged sentences

Income tax expense

On March 27, 2020, the Coronavirus

Aid, Relief and Economic Security (“CARES”) Act was adopted, providing wide ranging economic relief for individuals and businesses.

One component of the CARES Act provides the Company with an opportunity to carry back net operating losses (“NOLs”) arising

from 2018, 2019 and 2020 to the prior five tax years.

The Company has such NOLs reflected on its balance sheet as a portion of deferred

The Company has previously valued its NOLs at the federal corporate income tax rate of 21%.

However, the provisions of the

CARES Act provide for NOL carryback claims to be calculated based on a rate of 35%, which was the federal corporate tax rate in effect

for the carryback years.

Consequently, the Company has revalued the benefit from its NOLs to reflect a 35 % tax rate.

The result of the

revaluation of NOLs and other tax adjustments is a net tax benefit reflected in income taxes of $ 680 ,000 and $ 8.8 million respectively,

for the years ended December 31, 2021 and 2020.

The tax effected cumulative

82 unchanged sentences

NOTES TO CONSOLIDATED FINANCIAL STATEMENTS

The following table presents the supplemental balance

sheet information related to leases:

The following table presents

the supplemental balance sheet information related to leases:

Supplemental balance sheet information related to leases

5 unchanged sentences

Operating lease liabilities

http://fasb.org/us-gaap/2021-01-31#OtherLiabilities

Finance Leases

3 unchanged sentences

Finance lease liabilities

http://fasb.org/us-gaap/2021-01-31#OtherLiabilities

Weighted Average Discount Rate

11 unchanged sentences

NOTES TO CONSOLIDATED FINANCIAL STATEMENTS

The following table presents the leases expense

included in Occupancy, General and administrative on our Condensed Consolidated Statement of Operations:

The following table presents

the leases expense included in Occupancy, General and administrative on our Condensed Consolidated Statement of Operations:

Schedule of lease cost

19 unchanged sentences

allege that resolution as a class action is appropriate.

For the most part, we have

legal and factual defenses to consumer claims, which we routinely contest or settle (for immaterial amounts) depending on the particular

circumstances of each case.

There are as of the date of this report two civil actions that could possibly result in a material liability,

if resolved adversely and on a class basis, as the respective plaintiffs allege would be appropriate.

Following our filing of a

complaint for a deficiency judgment in the Superior Court at Waterbury, Connecticut, the defendant filed a cross-claim alleging that our

deficiency notices were not compliant with Connecticut law, and seeking relief on behalf of a class of Connecticut obligors whose vehicles

we had repossessed.

The defendant’s contract

provided for resolution of disputes exclusively by arbitration, and exclusively on an individual basis, not a class basis.

Nevertheless,

in August 2021, the court denied our motion to compel arbitration, without opinion.

As of the date of this report, no motion for certification

of a class has been filed or granted;

however, it would be reasonable to expect that resolution of these claims will be on a class basis.

For the most part, we have legal and factual defenses to consumer claims, which

we routinely contest or settle (for immaterial amounts) depending on the particular circumstances of each case.

Following our filing of a complaint for a deficiency

judgment in the Superior Court at Waterbury, Connecticut, the defendant filed a cross-claim alleging that our deficiency notices were

not compliant with Connecticut law, and seeking relief on behalf of a class of Connecticut obligors whose vehicles we had repossessed.

The defendant’s contract provided for resolution of disputes exclusively by arbitration, and exclusively on an individual basis,

not a class basis.

Nevertheless, in August 2021, the court denied our motion to compel arbitration, without opinion.

In April 2022, a

motion for certification of a class was filed but has not been ruled upon.

It is reasonable to expect that resolution of these claims

will be on a class basis.

CONSUMER PORTFOLIO SERVICES, INC.

2 unchanged sentences

Wage and Hour Claim.

On September 24, 2018, a former employee filed a lawsuit against us in the Superior Court of Orange County, California, alleging that

we incorrectly classified our sales representatives as outside salespersons exempt from overtime wages, mandatory break periods and certain

other employee protective provisions of California and federal law.

The complaint seeks injunctive relief, an award of unpaid wages, liquidated

damages, and attorney fees and interest.

On September 24, 2018,

a former employee filed a lawsuit against us in the Superior Court of Orange County, California, alleging that we incorrectly classified

our sales representatives as outside salespersons exempt from overtime wages, mandatory break periods and certain other employee protective

provisions of California and federal law.

The complaint seeks injunctive relief, an award of unpaid wages, liquidated damages, and attorney

fees and interest.

The plaintiff purports to act on behalf of a class of similarly situated employees and ex-employees.

As of the date of this report, no motion for class certification has been filed or granted.

We believe that our compensation

practices with respect to our sales representatives are compliant with applicable law.

Accordingly, we have defended and intend to continue

to defend this lawsuit.

We have not recorded a liability with respect to this claim on the accompanying consolidated financial statements.

be no assurance as to the outcomes of the matters described or referenced above.

We record at each measurement date, most recently as

of December 31, 2021, our best estimate of probable incurred losses for legal contingencies, including the matters identified above, and

consumer claims.

As of the date

of this report, no motion for class certification has been filed or granted.

We believe that our compensation practices with respect to

our sales representatives are compliant with applicable law.

Accordingly, we have defended and intend to continue to defend this lawsuit.

Massachusetts Civil Investigative Demand .

In September 2021, we received a civil investigative demand from the Office of the Attorney General of the Commonwealth of Massachusetts

relating to the Company’s communications with and repossession notices sent to Massachusetts customers.

We are cooperating with

can be no assurance as to the outcomes of the matters described or referenced above.

We record at each measurement date, most

recently as of December 31, 2022, our best estimate of probable incurred losses for legal contingencies, including the matters

identified above.

The amount of losses that may ultimately be incurred cannot be estimated with certainty.

However, based on such information

as is available to us, we believe that the total of probable incurred losses for legal contingencies as of December 31, 2021 is $ 3.4 million,

and that the range of reasonably possible losses for the legal proceedings and contingencies we face, including those described or identified

above, as of December 31, 2021 does not exceed $ 11.3 million.

However, based on such

information as is available to us, we believe that the total of probable incurred losses for legal contingencies as of December 31,

2022 is $ 4.9

million , and that the range of reasonably possible losses for the legal proceedings and contingencies we face, including

those described or identified above, as of December 31, 2022 does not exceed $ 11.2

Accordingly, we believe that

37 unchanged sentences

Funded Status at end of year

CONSUMER PORTFOLIO SERVICES, INC.

AND SUBSIDIARIES

NOTES TO CONSOLIDATED FINANCIAL STATEMENTS

Additional Information

7 unchanged sentences

Expected return on plan assets

CONSUMER PORTFOLIO SERVICES, INC.

AND SUBSIDIARIES

NOTES TO CONSOLIDATED FINANCIAL STATEMENTS

Our overall expected long-term rate of return

on assets is 7.25 %

Our overall expected long-term

rate of return on assets is 7.25 %

per annum as of December 31, 2022.

21 unchanged sentences

Net amount recognized in other comprehensive loss (income)

The estimated net gain that

will be amortized from accumulated other comprehensive income into net periodic benefit cost in 2022 is $ 1.2 million.

CONSUMER PORTFOLIO SERVICES, INC.

1 unchanged sentence

NOTES TO CONSOLIDATED FINANCIAL STATEMENTS

The weighted average asset allocation of our pension

benefits at December 31, 2021 and 2020 were as follows:

The estimated net gain

that will be amortized from accumulated other comprehensive income into net periodic benefit cost in 2023 is $ 169,000 .

The weighted average asset

allocation of our pension benefits at December 31, 2022 and 2021 were as follows:

Schedule of weighted average asset allocation of our pension benefits

26 unchanged sentences

NOTES TO CONSOLIDATED FINANCIAL STATEMENTS

The fair value

of plan assets at December 31, 2021 and 2020, by asset category, is as follows:

fair value of plan assets at December 31, 2022 and 2021, by asset category, is as follows:

Schedule of fair value of plan assets

87 unchanged sentences

Financial Instrument

Fair Values as of

Unobservable Inputs

(In thousands)

2 unchanged sentences

10.6% - 11.3%

10.4 % - 11.1 %

Cumulative net losses

10.0% - 18.4%

15.3 % - 18.4 %

The following table summarizes the delinquency

6 unchanged sentences

NOTES TO CONSOLIDATED FINANCIAL STATEMENTS

Repossessed vehicle

inventory, which is included in Other assets on our consolidated balance sheet, is measured at fair value using level 2 assumptions

based on our actual loss experience on sale of repossessed vehicles.

At December 31, 2021, the finance receivables related to the

repossessed vehicles in inventory totaled $ 4.3

We have applied a valuation adjustment, or loss allowance, of $ 1.9

million, which is based on a recovery rate of approximately 57 %,

resulting in an estimated fair value and carrying amount of $ 2.4

The fair value and carrying amount of the repossessed inventory at December 31, 2020 was $ 3.8

million after applying a valuation adjustment of $ 11.8 million.

Repossessed vehicle inventory,

which is included in Other assets on our consolidated balance sheet, is measured at fair value using level 2 assumptions based on our

actual loss experience on sale of repossessed vehicles.

At December 31, 2022, the finance receivables related to the repossessed vehicles

in inventory totaled $ 1.9 million .

We have applied a valuation adjustment, or loss allowance, of $ 1.3 million , which is based on a recovery

rate of approximately 30 %, resulting in an estimated fair value and carrying amount of $ 571,000 .

The fair value and carrying amount of

the repossessed inventory at December 31, 2021 was $ 2.5 million after applying a valuation adjustment of $ 1.9 million .

There were no transfers in

2 unchanged sentences

value on a non-recurring basis.

The estimated fair values of financial assets

and liabilities at December 31, 2021 and 2020, were as follows:

Schedule of estimated fair values of financial assets and liabilities

The estimated fair values of financial assets and

liabilities at December 31, 2022 and 2021, were as follows:

Schedule of fair values of financial assets and liabilities

As of December 31, 2022

26 unchanged sentences

13) Subsequent Events

On February 2, 2022 we executed

On January 25, 2023 we executed

our first securitization of 2023.

11 unchanged sentences

of 14.00% of the original receivable pool balance, or 38.00% of the then outstanding pool balance.

The transaction utilizes a pre-funding

structure, in which CPS sold approximately $217.8 million of receivables at inception and plans to sell approximately $112.2 million of

additional receivables in February 2022.

The transaction was a private offering of securities, not registered under the Securities Act

of 1933, or any state securities law.

The transaction was a private offering

of securities, not registered under the Securities Act of 1933, or any state securities law.

Compared sentence by sentence after normalising whitespace, quotation marks, case and digits, so re-formatting and restated figures do not read as changed language. Wording changes appear as one removal and one addition. The current filing and the prior one are authoritative.

What changed 10-K

Item 9A. Controls and Procedures