7 unchanged sentences
We have substantial indebtedness.
−Removed: We have and will continue
−Removed: to have a substantial amount of indebtedness.
−Removed: At June 30, 2023, we had approximately $2,541.3 million of debt outstanding.
−Removed: Such debt consisted
−Removed: primarily of $2,225.1 million of securitization trust debt and $245.3 million of debt from warehouse lines of credit.
+Added: We have and will continue to
+Added: have a substantial amount of indebtedness.
+Added: At September 30, 2023, we had approximately $2,552.6 million of debt outstanding.
+Added: consisted primarily of $2,243.3 million of securitization trust debt and $240.4 million of debt from warehouse lines of credit.
Our securitization
4 unchanged sentences
We had $19.2 million and $25.3 million in subordinated renewable
−Removed: notes outstanding at June 30, 2023 and December 31, 2022, respectively.
+Added: notes outstanding at September 30, 2023 and December 31, 2022, respectively.
On June 30, 2021, we completed a $50.0 million securitization
of residual interests from other previously issued securitizations.
−Removed: As of June 30, 2023, all $50.0 million of this debt remains outstanding.
−Removed: Our substantial indebtedness could adversely
−Removed: affect our financial condition by, among other things:
+Added: As of September 30, 2023, all $50.0 million of this debt remains outstanding.
+Added: Our substantial indebtedness could adversely affect
+Added: our financial condition by, among other things:
· increasing our vulnerability to general adverse economic and industry conditions;
10 unchanged sentences
Failure to pay our indebtedness when due could have a material adverse effect.
+Added: We may have rescission liability in connection
+Added: with sales of our subordinated renewable notes to certain purchasers.
+Added: We filed a registration statement on Form S-3
+Added: with respect to various securities, including our renewable unsecured subordinated notes, on May 28, 2015, and filed amendments to the
+Added: registration statement on June 26, 2015, and July 27, 2015 (such registration statement, as so amended, the “Former Registration
+Added: The Former Registration Statement was declared effective on August 26, 2015 (the “Former Registration Statement
+Added: Effective Date”).
+Added: Rule 415(a)(5) under the Securities Act of 1933, as amended (the “Securities Act”), provides that
+Added: a shelf registration statement such as the Former Registration Statement expires three years after the official effective date.
+Added: Registration Statement expired on August 26, 2018;
+Added: however, the Company continued to conduct offers and sales and renewals after that
+Added: Additionally, with respect to the Former Registration Statement, the Company failed to file certain prospectus supplements relating
+Added: to certain sales.
+Added: Lastly, offers and sales of Renewable Notes and renewals of outstanding notes were made for amounts beyond the amount
+Added: of securities covered by the registration statement.
+Added: These activities may result in certain of these purchasers having a statutory right to rescind their purchases.
+Added: As a result, we could be required
+Added: to repurchase some or all of such notes at the original sale price plus statutory interest, less the amount of any income received by
+Added: the purchasers.
+Added: As of October 31, 2023, there were approximately $5.3 million of such notes outstanding and sold within the preceding
+Added: twelve months.
+Added: That figure includes renewals of previously sold notes, but excludes notes that we have repaid, and excludes notes that
+Added: we sold or renewed pursuant to the registration statement to which this prospectus relates.
+Added: Our results of operations, financial condition
+Added: and cash flows could be materially and adversely affected if a substantial number of purchasers of such notes were to successfully assert
+Added: rescission rights or if we were to be assessed substantial penalties by regulatory authorities.
+Added: If holders of sufficient amounts of such
+Added: notes were to demand rescission and to prevail in that demand, the adverse effect on our liquidity could be material, which could in turn
+Added: impair our ability to conduct our business as otherwise planned.
Forward-Looking Statements
58 unchanged sentences
Reform Act of 1995.
−Removed: We undertake no obligation to publicly update any forward-looking information.
−Removed: You are advised to consult any additional
−Removed: disclosure we make in our periodic reports filed with the SEC.
+Added: We undertake no obligation
+Added: to publicly update any forward-looking information.
+Added: You are advised to consult any additional disclosure we make in our periodic reports
+Added: filed with the SEC.
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.