CONSUMER PORTFOLIO SERVICES, INC. 10-Q
Table
of Contents
UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, DC 20549
FORM 10-Q
☒
QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934
For the quarterly period ended June
30, 2026
☐
TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934
Commission file number: 1-11416
CONSUMER PORTFOLIO SERVICES, INC.
(Exact name of registrant as specified in its
charter)
California
33-0459135
(State or other jurisdiction of incorporation or organization)
(IRS Employer Identification No.)
3800 Howard Hughes Parkway , Suite 1400 ,
Las Vegas , Nevada
89169
(Address of principal executive offices)
(Zip Code)
Registrant’s telephone number, including
Area Code: ( 949 ) 753-6800
Former name, former address and former fiscal year,
if changed since last report: N/A
Securities registered pursuant
to Section 12(b) of the Act:
Title of Each Class
Trading Symbol
Name of Each Exchange on Which Registered
Common Stock, no par value
CPSS
The NASDAQ Stock Market LLC (Global Market)
Indicate by check mark whether the registrant
(1) filed all reports required to be filed by Section 13 or 15(d) of the Securities Exchange Act of 1934 during the preceding 12 months
(or for such shorter period that the registrant was required to file such reports) and (2) has been subject to such filing requirements
for the past 90 days. Yes ☒ No ☐
Indicate by check mark whether the registrant
has submitted electronically every Interactive Data File required to be submitted pursuant to Rule 405 of Regulation S-T (§232.405
of this chapter) during the preceding 12 months (or for such shorter period that the registrant was required to submit such files).
Yes ☒ No ☐
Indicate by check mark whether the registrant is a large accelerated
filer, an accelerated filer, a non-accelerated filer, a smaller reporting company, or an emerging growth company. See the definitions
of “large accelerated filer,” “accelerated filer”, “smaller reporting company”, and “emerging
growth company” in Rule 12b-2 of the Exchange Act.
Large Accelerated Filer ☐
Accelerated Filer ☒
Non-Accelerated Filer ☐
Smaller Reporting Company ☒
Emerging Growth Company ☐
If an emerging growth company, indicate by check
mark if the registrant has elected not to use the extended transition period for complying with any new or revised financial accounting
standards provided pursuant to Section 13(a) of the Exchange Act. ☐
Indicate by check mark whether the registrant
is a shell company (as defined in Rule 12b-2 of the Exchange Act). Yes ☐ No ☒
As of July 24, 2026, the registrant had 21,554,714
common shares outstanding.
CONSUMER PORTFOLIO SERVICES, INC. AND SUBSIDIARIES
INDEX TO FORM 10-Q
For the Quarterly Period Ended June 30, 2026
Page
PART I. FINANCIAL INFORMATION
Item 1.
Financial Statements
3
Unaudited Condensed Consolidated Balance Sheets as of June 30, 2026, and December 31, 2025
3
Unaudited Condensed Consolidated Statements of Operations for the three-month and six-month periods ended June 30, 2026, and 2025
4
Unaudited Condensed Consolidated Statements of Comprehensive Income for the three-month and six-month periods ended June 30, 2026, and 2025
5
Unaudited Condensed Consolidated Statements of Cash Flows for the six-month periods ended June 30, 2026, and 2025
6
Unaudited Condensed Consolidated Statements of Shareholders’ Equity for the three-month and six-month periods ended June 30, 2026, and 2025
7
Notes to Unaudited Condensed Consolidated Financial Statements
8
Item 2.
Management’s Discussion and Analysis of Financial Condition and Results of Operations
26
Item 4.
Controls and Procedures
42
PART II. OTHER INFORMATION
Item 1.
Legal Proceedings
43
Item 1A.
Risk Factors
43
Item 2.
Unregistered Sales of Equity Securities and Use of Proceeds
44
Item 5.
Other Information
4 4
Item 6.
Exhibits
45
Signatures
46
2
PART I. FINANCIAL INFORMATION
Item 1. Financial Statements
CONSUMER PORTFOLIO SERVICES, INC. AND SUBSIDIARIES
UNAUDITED CONDENSED CONSOLIDATED BALANCE SHEETS
(In thousands, except share and per share data)
June 30,
December 31,
2026
2025
ASSETS
Cash and cash equivalents
$ 7,501
$ 6,322
Restricted cash and equivalents
172,703
165,885
Finance receivables measured at fair value
4,212,167
3,655,855
Furniture and equipment, net
1,265
771
Other assets
28,585
29,360
Total assets
$ 4,422,221
$ 3,858,193
LIABILITIES AND SHAREHOLDERS’ EQUITY
Liabilities
Accounts payable and accrued expenses
$ 94,698
$ 65,244
Warehouse lines of credit
679,900
324,871
Residual interest financing
168,809
142,982
Securitization trust debt
3,131,105
2,986,574
Subordinated renewable notes
28,461
28,986
Total liabilities
4,102,973
3,548,657
COMMITMENTS AND CONTINGENCIES
–
–
Shareholders’ Equity
Preferred stock, $ 1 par value; authorized 4,998,130 shares; none issued
–
–
Series A preferred stock, $ 1 par value; authorized 5,000,000 shares; none issued
–
–
Series B preferred stock, $ 1 par value; authorized 1,870 shares; none issued
–
–
Common stock, no par value; authorized 75,000,000 shares; 21,598,965 and 21,842,457 shares issued and outstanding at June 30, 2026 and December 31, 2025, respectively
22,365
24,426
Retained earnings
298,158
286,385
Accumulated other comprehensive loss
( 1,275 )
( 1,275 )
Total shareholders’ equity
319,248
309,536
Total liabilities and shareholders’ equity
$ 4,422,221
$ 3,858,193
See accompanying Notes to Unaudited Condensed
Consolidated Financial Statements.
3
CONSUMER PORTFOLIO SERVICES, INC. AND SUBSIDIARIES
UNAUDITED CONDENSED CONSOLIDATED STATEMENTS
OF OPERATIONS
(In thousands, except per share data)
Three Months Ended
Six Months Ended
June 30,
June 30,
2026
2025
2026
2025
Revenues:
Interest income
$ 118,112
$ 105,362
$ 226,833
$ 207,295
Mark to finance receivables measured at fair value
–
3,000
–
6,500
Other income
3,277
1,402
6,890
2,843
Total revenues
121,389
109,764
233,723
216,638
Expenses:
Employee costs
23,418
24,362
46,464
49,395
General and administrative
14,673
12,402
27,581
24,966
Interest
64,253
58,704
124,314
113,622
Sales
8,303
5,721
14,855
11,632
Occupancy
1,458
1,374
2,972
2,771
Depreciation and amortization
249
249
474
498
Total expenses
112,354
102,812
216,660
202,884
Income before income tax expense
9,035
6,952
17,063
13,754
Income tax expense
2,801
2,155
5,290
4,263
Net income
$ 6,234
$ 4,797
$ 11,773
$ 9,491
Earnings per share:
Basic
$ 0.29
$ 0.22
$ 0.54
$ 0.44
Diluted
$ 0.27
$ 0.20
$ 0.50
$ 0.39
Number of shares used in computing earnings per share:
Basic
21,633
21,893
21,704
21,670
Diluted
23,485
24,180
23,509
24,254
See accompanying Notes to Unaudited Condensed
Consolidated Financial Statements.
4
CONSUMER PORTFOLIO SERVICES, INC. AND SUBSIDIARIES
UNAUDITED CONDENSED CONSOLIDATED STATEMENTS
OF COMPREHENSIVE INCOME
(In thousands)
Three Months Ended
Six Months Ended
June 30,
June 30,
2026
2025
2026
2025
Net income
$ 6,234
$ 4,797
$ 11,773
$ 9,491
Other comprehensive income/(loss); change in funded status of pension plan
–
–
–
–
Comprehensive income
$ 6,234
$ 4,797
$ 11,773
$ 9,491
See accompanying Notes to
Unaudited Condensed Consolidated Financial Statements
5
CONSUMER PORTFOLIO SERVICES, INC.
UNAUDITED CONDENSED CONSOLIDATED STATEMENTS
OF CASH FLOWS
(In thousands)
Six Months Ended
June 30,
2026
2025
Cash flows from operating activities:
Net income
$ 11,773
$ 9,491
Adjustments to reconcile net income to net cash provided by operating activities:
Net interest income accretion on fair value receivables
139,685
126,548
Depreciation and amortization
474
498
Amortization of deferred financing costs
6,620
6,021
Mark to finance receivables measured at fair value
–
( 6,500 )
Provision for credit losses
–
( 1,760 )
Stock-based compensation expense
1,090
1,361
Changes in assets and liabilities:
Other assets
775
( 5,108 )
Accounts payable and accrued expenses
29,454
( 2,223 )
Net cash provided by operating activities
189,871
128,328
Cash flows from investing activities:
Payments received on finance receivables held for investment
–
5,076
Purchases of finance receivables measured at fair value
( 1,266,636 )
( 882,879 )
Payments received on finance receivables at fair value
570,639
517,569
Purchase of furniture and equipment
( 968 )
( 595 )
Net cash used in investing activities
( 696,965 )
( 360,829 )
Cash flows from financing activities:
Proceeds from issuance of securitization trust debt
859,680
862,370
Proceeds from issuance of subordinated renewable notes
1,132
3,212
Payments on subordinated renewable notes
( 1,657 )
( 873 )
Net proceeds from (repayments of) warehouse lines of credit
354,416
( 16,564 )
Proceeds from issuance of residual interest financing debt
50,000
65,000
Repayment of residual interest financing debt
( 23,738 )
( 8,205 )
Repayment of securitization trust debt
( 715,050 )
( 642,697 )
Payment of financing costs
( 6,541 )
( 6,450 )
Purchase of common stock
( 3,694 )
( 5,138 )
Exercise of options and warrants
543
4,617
Net cash provided by financing activities
515,091
255,272
Increase in cash and cash equivalents
7,997
22,771
Cash and restricted cash at beginning of period
172,207
137,397
Cash and restricted cash at end of period
$ 180,204
$ 160,168
Supplemental disclosure of cash flow information:
Cash paid during the period for:
Interest
$ 116,237
$ 106,773
Income taxes
$ 4,285
$ 5,306
See accompanying Notes to Unaudited Condensed
Consolidated Financial Statements.
6
CONSUMER PORTFOLIO SERVICES, INC.
UNAUDITED CONDENSED CONSOLIDATED STATEMENTS
OF SHAREHOLDERS’ EQUITY
(In thousands)
Three Months Ended
Six Months Ended
June 30,
June 30,
2026
2025
2026
2025
Common Stock (Shares Outstanding)
Balance, beginning of period
21,696
21,503
21,842
21,433
Common stock issued upon exercise of options and warrants
157
1,248
157
1,318
Repurchase of common stock
( 254 )
( 527 )
( 400 )
( 527 )
Balance, end of period
21,599
22,224
21,599
22,224
Common Stock
Balance, beginning of period
$ 23,703
$ 26,683
$ 24,426
$ 25,720
Common stock issued upon exercise of options and warrants
543
4,371
543
4,617
Repurchase of common stock
( 2,459 )
( 5,138 )
( 3,694 )
( 5,138 )
Stock-based compensation
578
644
1,090
1,361
Balance, end of period
$ 22,365
$ 26,560
$ 22,365
$ 26,560
Retained Earnings
Balance, beginning of period
$ 291,924
$ 271,754
$ 286,385
$ 267,060
Net income
6,234
4,797
11,773
9,491
Balance, end of period
$ 298,158
$ 276,551
$ 298,158
$ 276,551
Accumulated Other Comprehensive Loss
Balance, beginning of period
$ ( 1,275 )
$ ( 10 )
$ ( 1,275 )
$ ( 10 )
Pension benefit obligation
–
–
–
–
Balance, end of period
$ ( 1,275 )
$ ( 10 )
$ ( 1,275 )
$ ( 10 )
Balance, beginning of period
–
–
309,536
–
Pension benefit obligation
–
–
–
–
Total Shareholders’ Equity
$ 319,248
$ 303,101
$ 319,248
$ 303,101
See accompanying Notes to
Unaudited Condensed Consolidated Financial Statements.
7
CONSUMER PORTFOLIO SERVICES, INC.
NOTES TO UNAUDITED CONDENSED CONSOLIDATED FINANCIAL STATEMENTS
(1) Summary of Significant Accounting Policies
Description of Business
We were formed in California on March 8, 1991.
We specialize in purchasing and servicing retail automobile installment sale contracts (“automobile contracts” or “finance
receivables”) originated by licensed motor vehicle dealers located throughout the United States (“dealers”) in the sale
of new and used automobiles, light trucks and passenger vans. Through our purchases, we provide indirect financing to dealer customers
for borrowers with limited credit histories or past credit problems (“sub-prime customers”). We serve as an alternative source
of financing for dealers, allowing sales to customers who otherwise might not be able to obtain financing. In addition to purchasing installment
purchase contracts directly from dealers, we also, to a lesser extent, originate loans directly to consumers for the refinancing of an
existing loan from other lenders secured by an automobile and have also (i) lent money directly to consumers for vehicle purchase money
loans secured by vehicles, (ii) purchased immaterial amounts of vehicle purchase money loans from non-affiliated lenders, and (iii) acquired
installment purchase contracts in four merger and acquisition transactions. In this report, we refer to all of such contracts and loans
as "automobile contracts."
Basis of Presentation
Our Unaudited Condensed Consolidated Financial
Statements have been prepared in conformity with accounting principles generally accepted in the United States of America, with the instructions
to Form 10-Q and with Article 10 of Regulation S-X of the Securities and Exchange Commission, and include all adjustments that are, in
management’s opinion, necessary for a fair presentation of the results for the interim periods presented. All such adjustments are,
in the opinion of management, of a normal recurring nature. Results for the six-month period ended June 30, 2026, are not necessarily
indicative of the operating results to be expected for the full year.
Certain information and footnote disclosures normally
included in financial statements prepared in accordance with accounting principles generally accepted in the United States of America
have been condensed or omitted from these Unaudited Condensed Consolidated Financial Statements. These Unaudited Condensed Consolidated
Financial Statements should be read in conjunction with the Consolidated Financial Statements and Notes to Consolidated Financial Statements
included in our Annual Report on Form 10-K for the year ended December 31, 2025.
Use of Estimates
The preparation of financial
statements in conformity with accounting principles generally accepted in the United States of America requires us to make estimates
and assumptions that affect the reported amounts of assets and liabilities as of the date of the financial statements, as well as the
reported amounts of income and expenses during the reported periods.
Finance Receivables Measured
at Fair Value
Effective January 1, 2018, we adopted the fair
value method of accounting for finance receivables acquired on or after that date. For each finance receivable acquired after 2017, we
consider the price paid on the purchase date as the fair value for such receivable. We estimate the cash to be received in the future
with respect to such receivables, based on our experience with similar receivables acquired in the past. We then compute the internal
rate of return that results in the present value of those estimated cash receipts being equal to the purchase date fair value. Thereafter,
we recognize interest income on such receivables on a level yield basis using that internal rate of return as the applicable interest
rate. Cash received with respect to such receivables is applied first against such interest income, and then to reduce the recorded value
of the receivables.
8
CONSUMER PORTFOLIO SERVICES, INC.
NOTES TO UNAUDITED CONDENSED CONSOLIDATED FINANCIAL STATEMENTS
We re-evaluate the fair value of such receivables
at the close of each measurement period. If the reevaluation were to yield a value materially different from the recorded value, an adjustment
would be required.
Anticipated credit losses are included in our
estimation of cash to be received with respect to receivables. In accordance with the fair value accounting standards, credit losses
are included in our computation of the appropriate level yield, therefore we do not thereafter make periodic provision for credit losses,
as our best estimate of the lifetime aggregate of credit losses is included in that initial computation. Also, because we include anticipated
credit losses in our computation of the level yield, the computed level yield is materially lower than the average contractual rate applicable
to the receivables. Because our initial recorded value is fixed as the price we pay for the receivable, rather than the contractual principal
balance, we do not record acquisition fees as an amortizing asset related to the receivables, nor do we capitalize costs of acquiring
the receivables. Rather we recognize the costs of acquisition as expenses in the period incurred.
Other Income
The following table presents
the primary components of Other Income for the three-month and six-month periods ending June 30, 2026, and 2025:
Schedule of other income
Three Months Ended
Six Months Ended
June 30,
June 30,
2026
2025
2026
2025
(In thousands)
(In thousands)
Origination and servicing fees from third party receivables
$ 1,438
$ 1,384
$ 2,725
$ 2,815
Other
1,839
18
4,165
28
Other income for the period
$ 3,277
$ 1,402
$ 6,890
$ 2,843
Leases
The Company has operating leases for corporate
offices, equipment, software and hardware. The Company has entered into operating leases for the majority of its real estate locations,
primarily office space. These leases are generally for periods of three to seven years with various renewal options. The depreciable life
of leased assets is limited by the expected lease term. Leases with an initial term of 12 months or less are not recorded on the balance
sheet and the related lease expense is recognized on a straight-line basis over the lease term.
9
CONSUMER PORTFOLIO SERVICES, INC.
NOTES TO UNAUDITED CONDENSED CONSOLIDATED FINANCIAL STATEMENTS
The following table presents
the supplemental balance sheet information related to leases:
Schedule of supplemental balance sheet information related to leases
June 30,
December 31,
2026
2025
(In thousands)
Operating Leases
Operating lease right-of-use assets
$ 53,225
$ 53,225
Less: Accumulated amortization right-of-use assets
( 38,620 )
( 36,281 )
Operating lease right-of-use assets, net
$ 14,605
$ 16,944
Operating lease liabilities
$ ( 16,765 )
$ ( 19,236 )
Finance Leases
Property and equipment, at cost
$ 4,589
$ 4,097
Less: Accumulated depreciation
( 3,869 )
( 3,684 )
Property and equipment, net
$ 720
$ 413
Finance lease liabilities
$ ( 743 )
$ ( 428 )
Weighted Average Discount Rate
Operating lease
5.0 %
5.0 %
Finance lease
6.6 %
6.4 %
Maturities of lease liabilities were as follows:
Schedule of maturities of lease liabilities
(In thousands)
Operating
Finance
Year Ending December 31,
Lease
Lease
2026 (excluding the six months ended June 30, 2026)
$ 2,814
$ 206
2027
5,756
355
2028
5,937
234
2029
4,331
10
2030
1,171
–
2031
719
–
Thereafter
50
–
Total undiscounted lease payments
20,778
805
Less amounts representing interest
( 4,013 )
( 62 )
Lease Liability
$ 16,765
$ 743
10
CONSUMER PORTFOLIO SERVICES, INC.
NOTES TO UNAUDITED CONDENSED CONSOLIDATED FINANCIAL STATEMENTS
The following table presents
the lease expense included in General and administrative and Occupancy expense on our Unaudited Condensed Consolidated Statement of Operations:
Schedule of lease cost
Three Months Ended
Six Months Ended
June 30,
June 30,
2026
2025
2026
2025
(In thousands)
(In thousands)
Operating lease cost
$ 1,317
$ 1,310
$ 2,637
$ 2,621
Finance lease cost
103
55
207
110
Total lease cost
$ 1,420
$ 1,365
$ 2,844
$ 2,731
The following table presents the supplemental
cash flow information related to leases:
Schedule of supplemental cash flow information related to leases
Three Months Ended
Six Months Ended
June 30,
June 30,
2026
2025
2026
2025
Cash paid for amounts included in the measurement of lease liabilities:
(In thousands)
(In thousands)
Operating cash flows from operating leases
$ 1,317
$ 1,310
$ 2,637
$ 2,621
Operating cash flows from finance leases
89
47
177
94
Financing cash flows from finance leases
14
7
30
15
Stock-based Compensation
We recognize compensation costs in the financial
statements for all share-based payments based on the grant date fair value estimated in accordance with the provisions of ASC 718 “Stock
Compensation”.
For the three and six months ended June 30, 2026,
we recorded stock-based compensation costs in the amount of $ 578,000 and $ 1.1 million respectively. As of June 30, 2026, unrecognized
stock-based compensation costs to be recognized over future periods equaled $ 4.2 million. This amount will be recognized as expense over
a weighted-average period of 3.19 years.
11
CONSUMER PORTFOLIO SERVICES, INC.
NOTES TO UNAUDITED CONDENSED CONSOLIDATED FINANCIAL STATEMENTS
The following represents stock option activity
for the six months ended June 30, 2026:
Schedule of stock option activity
Weighted
Number of
Weighted
Average
Shares
Average
Remaining
(in thousands)
Exercise Price
Contractual Term
Options outstanding at the beginning of period
6,123
$ 6.41
N/A
Granted
–
–
N/A
Exercised
( 157 )
3.46
N/A
Forfeited
–
–
N/A
Options outstanding at the end of period
5,966
$ 6.48
2.78 years
Options exercisable at the end of period
4,536
$ 5.95
1.71 years
The following table presents the price distribution
of stock options outstanding and exercisable as of June 30, 2026 and December 31, 2025:
Schedule of price distribution of stock options outstanding and exercisable
Number of shares as of
Number of shares as of
June 30, 2026
December 31, 2025
Outstanding
Exercisable
Outstanding
Exercisable
Range of exercise prices:
(In thousands)
(In thousands)
$2.00 - $2.99
1,068
1,068
1,098
1,098
$3.00 - $3.99
785
785
897
897
$4.00 - $4.99
1,130
1,130
1,145
1,145
$8.00 - $8.99
1,430
–
1,430
–
$10.00 - $10.99
1,553
1,553
1,553
1,253
Total shares
5,966
4,536
6,123
4,393
At June 30, 2026, the aggregate intrinsic value
of options outstanding and exercisable was $ 19.6 million and $ 17.6 million, respectively. There were 157,000 options exercised for the
six months ended June 30, 2026, compared to 1.3 million for the comparable period in 2025. The total intrinsic value of options exercised
was $ 880,000 and $ 8.2 million for the six-month periods ended June 30, 2026 and 2025. There were 4,606,000 shares available for future
stock option grants under existing plans as of June 30, 2026.
12
CONSUMER PORTFOLIO SERVICES, INC.
NOTES TO UNAUDITED CONDENSED CONSOLIDATED FINANCIAL STATEMENTS
Purchases of Company Stock
The table below describes the purchase of our
common stock for the six months ended June 30, 2026, and 2025:
Schedule of purchase of our
common stock
Six Months Ended
June 30, 2026
June 30, 2025
Shares
Avg. Price
Shares
Avg. Price
Open market purchases
22,736
$ 9.79
76,880
$ 9.72
Shares redeemed upon net exercise of stock options
257,756
$ 9.04
449,772
$ 9.76
Other
120,000
$ 9.51
–
$ –
Total stock purchases
400,492
$ 9.22
526,652
$ 9.76
Reclassifications
Some items in the prior year financial statements
were reclassified to conform to the current presentation. Reclassifications had no effect on net income or shareholders’ equity.
Financial Covenants
Certain of our securitization
transactions, our warehouse credit facilities and our residual interest financing contain various financial covenants requiring minimum
financial ratios and results. Such covenants include maintaining minimum levels of liquidity and net worth and not exceeding maximum leverage
levels. As of June 30, 2026, we were in compliance with all such covenants. In addition, certain of our debt agreements other than our
term securitizations contain cross-default provisions. Such cross-default provisions would allow the respective creditors to declare a
default if an event of default occurred with respect to other indebtedness of ours, but only if such other event of default were to be
accompanied by acceleration of such other indebtedness.
Provision for Contingent
Liabilities
We are routinely involved
in various legal proceedings resulting from our consumer finance activities and practices, both continuing and discontinued. Our legal
counsel has advised us on such matters where, based on information available at the time of this report, there is an indication that it
is both probable that a liability has been incurred and the amount of the loss can be reasonably determined. This is described further
in footnote 8.
Recent Accounting Pronouncements
We do not believe that any accounting pronouncements
issued, but not yet effective, are applicable or would have a material impact on our consolidated financial statements or disclosures,
if adopted.
13
CONSUMER PORTFOLIO SERVICES, INC.
NOTES TO UNAUDITED CONDENSED CONSOLIDATED FINANCIAL STATEMENTS
(2) Finance receivables measured at fair
value
Our portfolio of finance receivables
consists of small-balance homogeneous contracts comprising a single segment. Our contract purchase guidelines are designed to produce
a homogenous portfolio. For key terms such as interest rate, length of contract, monthly payment and amount financed, there is relatively
little variation from the average for the portfolio.
We have elected to use the
fair value method to value our portfolio of finance receivables acquired. The accounting treatment follows the fair value hierarchy outlined
in ASC 820, "Fair Value Measurements", and the inputs and assumptions are level 3. This is described further in footnote 9.
Our valuation policies and
procedures have been developed by our Accounting department in conjunction with our Risk department and with consultation with outside
valuation experts. Our policies and procedures have been approved by our Chief Executive and our Board of Directors and include methodologies
for valuation, internal reporting, calibration and back testing. Our periodic review of valuations includes an analysis of changes in
fair value measurements and documentation of the reasons for such changes. There is little available third-party information such as broker
quotes or pricing services available to assist us in our valuation process.
Our level 3, unobservable
inputs 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. They include such inputs as estimates for the magnitude and timing of net charge-offs
and the rate of amortization of the portfolio of finance receivable. Significant changes in any of those inputs in isolation would have
a significant effect on our fair value measurement.
For the quarter ended June
30, 2026, the Company evaluated the appropriate fair value and future earnings rate of existing receivables compared to recently acquired
receivables and did not record a mark up or down to the portfolio.
The table below presents a
reconciliation of the finance receivables measured at fair value on a recurring basis using significant unobservable inputs:
Schedule of reconciliation of the finance receivables measured at fair value on a recurring basis
Three Months Ended
Six Months Ended
June 30,
June 30,
2026
2025
2026
2025
(In thousands)
(In thousands)
Balance at beginning of period
$ 3,835,789
$ 3,449,106
$ 3,655,855
$ 3,313,767
Finance receivables at fair value acquired during period
741,736
433,277
1,266,636
882,879
Payments received on finance receivables at fair value
( 295,620 )
( 264,713 )
( 570,639 )
( 517,569 )
Net interest income accretion on fair value receivables
( 69,738 )
( 61,641 )
( 139,685 )
( 126,548 )
Mark to fair value
–
3,000
–
6,500
Balance at end of period
$ 4,212,167
$ 3,559,029
$ 4,212,167
$ 3,559,029
14
CONSUMER PORTFOLIO SERVICES, INC.
NOTES TO UNAUDITED CONDENSED CONSOLIDATED FINANCIAL STATEMENTS
The table below compares the
fair values of these finance receivables to their contractual balances for the periods shown:
Schedule of finance receivables to their contractual balances
June 30, 2026
December 31, 2025
Contractual
Fair
Contractual
Fair
Balance
Value
Balance
Value
(In thousands)
Finance receivables measured at fair value
$ 4,306,511
$ 4,212,167
$ 3,778,127
$ 3,655,855
The following table provides
certain qualitative information about our level 3 fair value measurements:
Schedule of level 3 fair value measurements
Financial Instrument
Fair Values as of
Weight Avg. Inputs as of
June 30,
December 31,
June 30,
December 31,
2026
2025
Unobservable
2026
2025
(In thousands)
Assets:
Finance receivables measured at fair value
$ 4,212,167
$ 3,655,855
Discount rate
11.02%
11.07%
Cumulative net losses
16.35%
16.02%
We report delinquency on a
contractual basis. The following table summarizes the delinquency status of these finance receivables measured at fair value as of June
30, 2026, and December 31, 2025:
Schedule of delinquency
status of finance receivables measured at fair value
June 30,
December 31,
2026
2025
(In thousands)
Delinquency Status
Current
$ 3,782,693
$ 3,220,198
31 - 60 days
274,270
272,421
61 - 90 days
109,305
118,201
91 + days
45,933
56,203
Repo
94,310
111,104
$ 4,306,511
$ 3,778,127
15
CONSUMER PORTFOLIO SERVICES, INC.
NOTES TO UNAUDITED CONDENSED CONSOLIDATED FINANCIAL STATEMENTS
(3) Securitization Trust Debt
We have completed many securitization
transactions that are structured as secured borrowings for financial accounting purposes. The debt issued in these transactions is shown
on our Unaudited Condensed Consolidated Balance Sheets as “Securitization trust debt,” and the components of such debt are
summarized in the following table:
Schedule of securitization trust debt
Weighted
Average
Final
Receivables
Outstanding
Outstanding
Contractual Debt
Scheduled
Pledged at
Principal at
Principal at
Interest Rate at
Payment
June 30,
Initial
June 30,
December 31,
June 30,
Series
Date (1)
2026
Principal
2026
2025
2026
(Dollars in thousands)
CPS 2021-B
June 2028
$ –
$ 240,000
$ –
$ 15,832
–
CPS 2021-C
September 2028
–
291,000
–
25,889
–
CPS 2021-D
December 2028
31,252
349,202
24,854
39,625
4.06 %
CPS 2022-A
April 2029
36,974
316,800
29,191
42,241
4.68 %
CPS 2022-B
October 2029
61,206
395,600
49,481
72,820
7.14 %
CPS 2022-C
April 2030
76,658
391,600
55,732
77,073
8.09 %
CPS 2022-D
June 2030
76,291
307,018
68,362
86,973
10.37 %
CPS 2023-A
August 2030
98,638
324,768
63,481
83,896
8.36 %
CPS 2023-B
November 2030
110,730
332,885
86,062
107,035
8.14 %
CPS 2023-C
February 2031
108,156
291,732
88,104
110,281
7.67 %
CPS 2023-D
May 2031
113,912
286,149
94,876
121,208
8.43 %
CPS 2024-A
August 2031
118,911
280,924
98,610
128,466
6.76 %
CPS 2024-B
November 2031
155,062
319,871
134,070
171,992
6.84 %
CPS 2024-C
March 2032
227,065
436,310
198,057
254,043
6.56 %
CPS 2024-D
June 2032
241,769
416,816
210,733
269,169
5.43 %
CPS 2025-A
August 2032
288,610
442,420
259,322
324,242
5.75 %
CPS 2025-B
March 2033
312,779
419,950
283,622
341,383
5.63 %
CPS 2025-C
May 2033
328,887
418,330
304,091
364,711
5.20 %
CPS 2025-D
May 2033
325,000
384,600
306,131
366,313
5.25 %
CPS 2026-A
August 2033
319,334
345,610
302,927
–
4.78 %
CPS 2026-B
November 2033
505,650
514,070
490,116
–
4.98 %
$ 3,536,882
$ 7,505,655
$ 3,147,822
$ 3,003,192
_________________
(1) The Final Scheduled Payment Date represents final legal maturity of the securitization trust debt.
Securitization trust debt is expected to become due and to be paid prior to those dates, based on amortization of the finance receivables
pledged to the trusts. Expected payments, which will depend on the performance of such receivables, as to which there can be no assurance,
are $661.6 million in 2026, $1,057.0 million in 2027, $664.5 million in 2028, $398.7 million in 2029, $222.0 million in 2030, $96.8 million
in 2031, and $30.5 million in 2032.
16
CONSUMER PORTFOLIO SERVICES, INC.
NOTES TO UNAUDITED CONDENSED CONSOLIDATED FINANCIAL STATEMENTS
Debt issuance costs of $ 16.7
million and $ 16.6 million as of June 30, 2026, and December 31, 2025, respectively, have been excluded from the table above. These debt
issuance costs are presented as a direct deduction to the carrying amount of the Securitization trust debt on our Consolidated Balance
Sheets.
All the securitization trust
debt was sold in private placement transactions to qualified institutional buyers. The debt was issued through our wholly owned bankruptcy
remote subsidiaries and is secured by the assets of such subsidiaries, but not by our other assets.
The terms of the various securitization
agreements related to the issuance of the securitization trust debt require that certain delinquency and credit loss criteria be met with
respect to the collateral pool and require that we maintain minimum levels of liquidity and net worth and not exceed maximum leverage
levels. We are in compliance with all such covenants as of June 30, 2026.
We are responsible for the administration
and collection of the contracts. The securitization agreements also require certain funds be held in restricted cash accounts to provide
additional credit enhancement for the Notes or to be applied to make payments on the securitization trust debt. As of June 30, 2026, restricted
cash under the various agreements totaled approximately $ 172.7 million. Interest expense on the securitization trust debt is composed
of the stated rate of interest plus amortization of additional costs of borrowing. Additional costs of borrowing include facility fees,
insurance premiums, amortization of deferred financing costs, and amortization of discounts required on the notes at the time of issuance.
Deferred financing costs related to the securitization trust debt are amortized using the interest method. Accordingly, the effective
cost of borrowing of the securitization trust debt is greater than the stated rate of interest.
Our wholly owned, bankruptcy remote subsidiaries
were formed to facilitate the above asset-backed financing transactions. Similar bankruptcy remote subsidiaries issue the debt outstanding
under our warehouse line of credit. Bankruptcy remote refers to a legal structure in which it is expected that the applicable entity would
not be included in any bankruptcy filing by its parent or affiliates. All of the assets of these subsidiaries have been pledged as collateral
for the related debt. All such transactions, treated as secured financing for accounting and tax purposes, are treated as sales for all
other purposes, including legal and bankruptcy purposes. None of the assets of these subsidiaries are available to pay any of our other
creditors.
17
CONSUMER PORTFOLIO SERVICES, INC.
NOTES TO UNAUDITED CONDENSED CONSOLIDATED FINANCIAL STATEMENTS
(4) Debt
The terms and amounts of our
other debt outstanding on June 30, 2026, and December 31, 2025, are summarized below:
Schedule of debt outstanding
Amount Outstanding at
June 30,
December 31,
2026
2025
(In thousands)
Description
Interest Rate
Subordinate Lender Interest Rate
Maturity
Warehouse line of credit
2.85% over CP yield rate (Minimum 3.60%) 6.74% and 6.80% at June 30, 2026 and December 31 2025, respectively
6.40% over SOFR yield rate (Minimum 7.15%) 10.31% and 10.40% at June 30, 2026 and December 31, 2025, respectively
July 2028
$ 327,942
197,107
Warehouse line of credit
4.50% over a commercial paper rate (Minimum 7.50%) 8.25% at December 31 2025
April 2026
–
11,778
Warehouse line of credit
2.60% over SOFR yield rate (Minimum 2.85%) 6.23% and 6.50% at June 30, 2026 and December 31, 2025, respectively
6.40% over SOFR yield rate (Minimum 6.65%) 10.02% and 10.27% at June 30, 2026 and December 31, 2025, respectively
October 2027
353,683
118,323
Residual interest financing
7.86 %
December 2028
11,078
31,163
Residual interest financing
11.50 %
March 2029
46,881
49,820
Residual interest financing
11.00 %
June 2032
62,810
63,524
Residual interest financing
8.75 %
May 2033
50,000
–
Subordinated renewable notes
Weighted average rate of 8.78 % and 8.98 % at June 30, 2026 and December 31, 2025, respectively
Weighted average maturity of March 2028 and November 2027 at June 30, 2026 and December 31, 2025,
respectively
28,461
28,986
$ 880,855
$ 500,701
18
CONSUMER PORTFOLIO SERVICES, INC.
NOTES TO UNAUDITED CONDENSED CONSOLIDATED FINANCIAL STATEMENTS
On March 4, 2026, we completed a $ 50 million securitization
of residual interests from previously issued securitizations. In the transaction, a qualified institutional buyer purchased $ 50 .0 million
of asset-backed notes secured by an 80% interest in a CPS affiliate that owns the residual interests in four CPS securitizations issued
from January 2025 through October 2025. The sold notes (“2026-1 Notes”), issued by CPS Auto Securitization Trust 2026-1, consist
of a single class with a coupon of 8.75%. At June 30, 2026, there was $ 50 .0 million outstanding under this facility.
On October 17, 2025, we entered into a $ 167.5
million two-year warehouse credit line with Capital One, N.A as the Class A Lender and Oaktree Asset-Backed Income Private Placement Fund
Inc., as the Class B Lenders. On April 3, 2026, we amended the credit agreement with Capital One, N.A. to increase the capacity of the
facility. The amendment applies to both Capital One, N.A. and the subordinate lender, and increases the capacity of the facility from
$ 167.5 million to $ 390 million. This facility has a two-year revolving period to October 2027, with an optional amortization period through
April 2029. 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 Eleven Funding, LLC. The facility provides for effective advances up to 95.50% of
eligible finance receivables. The Class A loans under the facility generally accrue interest during the revolving period at a per annum
rate equal to the Term SOFR plus 2.60% per annum, with a minimum rate of 2.85% per annum and during the amortization period at a per annum
rate equal to the Term SOFR plus 3.60% per annum, with a minimum rate of 3.85% per annum. The Class B loans under the facility generally
accrue interest during the revolving period at a per annum rate equal to the Term SOFR plus 6.40% per annum, with a minimum rate of 6.65%
per annum and during the amortization period at a per annum rate equal to the Term SOFR plus 7.40% per annum, with a minimum rate of 7.65%
per annum. At June 30, 2026, there was $ 353.7 million outstanding under this facility.
On March 20, 2025, we completed a $ 65 million
securitization of residual interests from previously issued securitizations. In the transaction, a qualified institutional buyer purchased
$ 65 .0 million of asset-backed notes secured by an 80% interest in a CPS affiliate that owns the residual interests in five CPS securitizations
issued from October 2023 through September 2024. The sold notes (“2025-1 Notes”), issued by CPS Auto Securitization Trust
2025-1, consist of a single class with a coupon of 11.00%. At June 30, 2026, there was $ 62.8 million outstanding under this facility.
On December 19, 2024, we increased the capacity
of our revolving credit agreement with Citibank, N.A., to $ 335 million. This follows the November 2024 closing of a revolving credit agreement
with Oaktree Capital Management, which is subordinate to our credit agreement with Citibank, N.A. The facility provides effective advances
up to 10.00% of eligible finance receivables, effectively increasing the advance rate up to 95% across the facility for eligible receivables.
The revolving credit agreement with Citibank, N.A. was last renewed in July 2026, extending the maturity date to July 2028 followed by
an amortization period through July 2029 for any receivables pledged at the end of the revolving period. There was $ 327.9 million outstanding
under this facility at June 30, 2026.
On March 29, 2024, we renewed our two-year $ 200
million revolving credit agreement with Ares Agent Services, L.P. The revolving period for this facility was extended to March 2026 followed
by an amortization period through March 2028 for any receivables pledged at the end of the revolving period. In March 2026, the revolving
period was extended to April 2026. The facility was not renewed following the expiration of the revolving period. There was nothing outstanding
under this facility at June 30, 2026.
On March 22, 2024, we completed a $ 50 million
securitization of residual interests from previously issued securitizations. In the transaction, a qualified institutional buyer purchased
$ 50 .0 million of asset-backed notes secured by an 80% interest in a CPS affiliate that owns the residual interests in five CPS securitizations
issued from January 2022 through January 2023. The sold notes (“2024-1 Notes”), issued by CPS Auto Securitization Trust 2024-1,
consist of a single class with a coupon of 11.50%. At June 30, 2026, there was $ 46.9 million outstanding under this facility.
19
CONSUMER PORTFOLIO SERVICES, INC.
NOTES TO UNAUDITED CONDENSED CONSOLIDATED FINANCIAL STATEMENTS
On June 30, 2021, we completed a $ 50 million securitization
of residual interests from previously issued securitizations. In this residual interest financing transaction, qualified institutional
buyers purchased $ 50 .0 million of asset-backed notes secured by residual interests in eleven CPS securitizations consecutively issued
from January 2018 and September 2020. The sold notes (“2021-1 Notes”), issued by CPS Auto Securitization Trust 2021-1, consist
of a single class with a coupon of 7.86%. At June 30, 2026, there was $ 11.1 million outstanding under this facility.
Since 2005, we have offered renewable subordinated
notes to the public on a continuous basis, and such notes have maturities that range from six months to 10 years. At June 30, 2026, there
was $ 28.5 million outstanding under this facility.
Unamortized debt issuance costs of $ 2 .0 million
and $ 1.5 million as of June 30, 2026, and December 31, 2025, respectively, have been excluded from the amount reported above for residual
interest financing. These debt issuance costs are presented as a direct deduction to the carrying amount of the debt on our Unaudited
Condensed Consolidated Balance Sheets.
(5) Interest Income and Interest Expense
The following table presents the components of interest
income:
Schedule of interest income
Three Months Ended
Six Months Ended
June 30,
June 30,
2026
2025
2026
2025
(In thousands)
(In thousands)
Interest on finance receivables at fair value
$ 116,128
$ 103,027
$ 222,459
$ 202,594
Interest on finance receivables
653
934
1,777
2,105
Other interest income
1,331
1,401
2,597
2,596
Interest income
$ 118,112
$ 105,362
$ 226,833
$ 207,295
The following table presents the components of
interest expense:
Schedule of interest expense
Three Months Ended
Six Months Ended
June 30,
June 30,
2026
2025
2026
2025
(In thousands)
(In thousands)
Securitization trust debt
$ 50,039
$ 45,557
$ 98,795
$ 90,602
Warehouse lines of credit
8,833
8,216
15,298
14,729
Residual interest financing
4,713
4,247
8,868
6,962
Subordinated renewable notes
668
684
1,353
1,329
Interest expense
$ 64,253
$ 58,704
$ 124,314
$ 113,622
20
CONSUMER PORTFOLIO SERVICES, INC.
NOTES TO UNAUDITED CONDENSED CONSOLIDATED FINANCIAL STATEMENTS
(6) Earnings Per Share
Earnings per share for the three-month
and six-month periods ended June 30, 2026, and 2025 were calculated using the weighted average number of shares outstanding for the related
period. The following table reconciles the number of shares used in the computations of basic and diluted earnings per share for the three-month
and six-month periods ended June 30, 2026, and 2025:
Schedule of earnings per share
Three Months Ended
Six Months Ended
June 30,
June 30,
2026
2025
2026
2025
(In thousands)
(In thousands)
Weighted average number of common shares outstanding during the period used to compute basic earnings per share
21,633
21,893
21,704
21,670
Incremental common shares attributable to exercise of outstanding options and warrants
1,852
2,287
1,805
2,584
Weighted average number of common shares used to compute diluted earnings per share
23,485
24,180
23,509
24,254
If the anti-dilutive effects
of common stock equivalents were considered, shares included in the diluted earnings per share calculation for the three-month and six-month
periods ended June 30, 2026, would have included an additional 3 .0 million shares attributable to the exercise of outstanding options
and warrants. For the three months and six-months ended June 30, 2025, 1.6 million shares, would be included in the diluted earnings per
share calculation.
(7) Income Taxes
We file numerous consolidated
and separate income tax returns with the United States and with many states. With few exceptions, we are no longer subject to U.S. federal,
state, or local examinations by tax authorities for years before 2021.
As of June 30, 2026 and December
31, 2025, we had no unrecognized tax benefits for uncertain tax positions. We do not anticipate that total unrecognized tax benefits will
significantly change due to any settlements of audits or expirations of statutes of limitations over the next 12 months.
The Company and its subsidiaries
file a consolidated federal income tax return and combined or stand-alone state franchise tax returns for certain states. We utilize the
asset and liability method of accounting for income taxes, under which deferred income taxes are recognized for the future tax consequences
attributable to the differences between the financial statement values of existing assets and liabilities and their respective tax bases.
Deferred tax assets and liabilities are measured using enacted tax rates expected to apply to taxable income in the years in which those
temporary differences are expected to be recovered or settled. The effect on deferred taxes of a change in tax rates is recognized in
income in the period that includes the enactment date.
21
CONSUMER PORTFOLIO SERVICES, INC.
NOTES TO UNAUDITED CONDENSED CONSOLIDATED FINANCIAL STATEMENTS
Deferred tax assets and liabilities
are recognized for the future tax consequences of events that have been recognized in the financial statements. A valuation allowance
is recognized to reduce a deferred tax asset if, based on the weight of all available evidence, it is more likely than not that some or
all of the deferred tax asset will not be realized. When making this judgment, both positive and negative evidence is considered, with
the most weight given to evidence that can be objectively verified. The recognition of deferred tax liabilities, however, does not require
a similar more likely than not test for realization. They are recognized with the expectation that they will be settled in future periods
when the related taxable temporary differences reverse. As of June 30, 2026 we have a net deferred tax asset of $ 16,000 . Our net deferred
tax asset of $16,000 consists of approximately $ 270,000 of net U.S. federal deferred tax liabilities and $ 286,000 of net state deferred
tax assets.
Income tax expense was $ 2.8
million for the three-month and $ 5.3 million and six-month ended on June 30, 2026, compared to income tax expense of $ 2.2 million and
$ 4.3 million for the three-months and six-months ended June 30, 2025, representing an effective income tax rate of 31 % in both periods.
(8) Legal Proceedings
Consumer
Litigation. We are routinely involved in various legal proceedings resulting from our consumer finance
activities and practices, both continuing and discontinued. Consumers can and do initiate lawsuits against us alleging violations of law
applicable to collection of receivables, and such lawsuits sometimes 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.
In
general, there can be no assurance as to the outcomes of the matters described above. We record at each measurement date our best estimate
of probable incurred losses for legal contingencies, if any. The amount of losses that may ultimately be incurred cannot be estimated
with certainty. However, based on such information as is available to us, the Company is not currently a party to any such material proceedings.
Accordingly,
we believe that the ultimate resolution of legal proceedings should not have a material adverse effect on our consolidated financial condition.
We note, however, that in light of the uncertainties inherent in contested proceedings there can be no assurance that the ultimate resolution
of these matters will not be material to our operating results for a particular period, depending on, among other factors, the size of
the loss or liability imposed and the level of our income for that period.
(9)
Fair Value Measurements
ASC 820, "Fair Value
Measurements" clarifies the principle that fair value should be based on the assumptions market participants would use when pricing
an asset or liability and establishes a fair value hierarchy that prioritizes the information used to develop those assumptions. Under
the standard, fair value measurements would be separately disclosed by level within the fair value hierarchy.
ASC 820 defines fair value,
establishes a framework for measuring fair value, establishes a three-level valuation hierarchy for disclosure of fair value measurement
and enhances disclosure requirements for fair value measurements. The three levels are defined as follows: level 1 - inputs to the valuation
methodology are quoted prices (unadjusted) for identical assets or liabilities in active markets; level 2 – inputs to the valuation
methodology include quoted prices for similar assets and liabilities in active markets, and inputs that are observable for the asset or
liability, either directly or indirectly, for substantially the full term of the financial instrument; and level 3 – inputs to the
valuation methodology are unobservable and significant to the fair value measurement.
22
CONSUMER PORTFOLIO SERVICES, INC.
NOTES TO UNAUDITED CONDENSED CONSOLIDATED FINANCIAL STATEMENTS
There were no transfers in
or out of level 1, level 2 or level 3 assets and liabilities for the three and six months ended June 30, 2026, and 2025.
The estimated fair values
of financial assets and liabilities, excluding assets carried at fair value, on June 30, 2026 and December 31, 2025, were as follows:
Schedule of fair values of financial assets and
liabilities
As of June 30, 2026
Financial Instrument
(In thousands)
Carrying
Fair Value Measurements Using:
Value
Level 1
Level 2
Level 3
Total
Assets:
Cash and cash equivalents
$ 7,501
$ 7,501
$ –
$ –
$ 7,501
Restricted cash and equivalents
$ 172,703
$ 172,703
$ –
$ –
$ 172,703
Liabilities:
Warehouse lines of credit
$ 679,900
$ –
$ –
$ 679,900
$ 679,900
Accrued interest payable
$ 13,452
$ –
$ –
$ 13,452
$ 13,452
Residual interest financing
$ 168,809
$
$ –
$ 177,828
$ 177,828
Securitization trust debt
$ 3,131,105
$ –
$ –
$ 3,131,499
$ 3,131,499
Subordinated renewable notes
$ 28,461
$ –
$ –
$ 28,461
$ 28,461
As of December 31, 2025
Financial Instrument
(In thousands)
Carrying
Fair Value Measurements Using:
Value
Level 1
Level 2
Level 3
Total
Assets:
Cash and cash equivalents
$ 6,322
$ 6,322
$ –
$ –
$ 6,322
Restricted cash and equivalents
$ 165,885
$ 165,885
$ –
$ –
$ 165,885
Liabilities:
Warehouse lines of credit
$ 324,871
$ –
$ –
$ 324,871
$ 324,871
Accrued interest payable
$ 11,994
$ –
$ –
$ 11,994
$ 11,994
Residual interest financing
$ 142,982
$ –
$ –
$ 152,607
$ 152,607
Securitization trust debt
$ 2,986,574
$ –
$ –
$ 2,985,961
$ 2,985,961
Subordinated renewable notes
$ 28,986
$ –
$ –
$ 28,986
$ 28,986
23
CONSUMER PORTFOLIO SERVICES, INC.
NOTES TO UNAUDITED CONDENSED CONSOLIDATED FINANCIAL STATEMENTS
(10)
Business Segment Information
The company has one reportable
segment. This determination is made by our Chief Executive Officer, who acts as the chief operating decision-maker (“CODM”),
in assessing performance and making decisions regarding resource allocation. The CODM assesses performance by reviewing the consolidated
financial statements, which reflect the financial results of our one reportable operating segment.
Within the Company’s one
reportable segment, it provides indirect vehicle financing to motor vehicle dealer’s less credit- worthy borrowers. The Company’s
revenue primarily consists of interest income and is derived from the interest recorded on contracts the Company has purchased. The revenue
generated from any individual borrower is deemed to be immaterial.
(11)
Subsequent Events
On July 9, 2026, we renewed
our two-year revolving credit agreement with Citibank, N.A., while simultaneously increasing the capacity of the facility. The renewal
and increase apply to both Citibank, N.A. and the subordinate lender, and increases the capacity of the facility from $335 million to
$508 million. The revolving period for this facility will extend to July 2028 after which CPS will have the option to repay the outstanding
loans in full or to allow them to amortize for a one-year period.
On July 22, 2026, we completed
our third securitization of 2026. In the transaction, qualified institutional buyers purchased $716.88 million of asset-backed notes secured
by $734.51 million in automobile receivables originated by CPS. The sold notes, issued by CPS Auto Receivables Trust 2026-C, consist of
five classes. Ratings of the notes were provided by Standard & Poor’s and DBRS Morningstar, and were based on the structure
of the transaction, the historical performance of similar receivables and CPS’s experience as a servicer. The weighted average interest
rate on the notes is approximately 5.90%.
24
Cautionary Note Regarding
Forward-Looking Statements
Discussions of certain matters
contained in this report may constitute forward-looking statements within the meaning of Section 27A of the Securities Act of 1933, as
amended (the “Securities Act”) and Section 21E of the Exchange Act, and as such, may involve risks and uncertainties. You
can generally identify forward-looking statements as statements containing the words “will,” “would,” “believe,”
“may,” “could,” “expect,” “anticipate,” “intend,” “estimate,”
“judgment,” “assume,” “plans,” “goals, “strategy,” “future,” “likely,”
“should” or other similar expressions.
Examples of forward-looking
statements include, among others, statements we make regarding:
·
charge-offs and
recovery rates;
·
the willingness or ability
of obligors to pay pursuant to contractual terms;
·
our ability to enforce rights
under contracts;
·
our ability to and rates
at which we plan to acquire automobile contracts;
·
the anticipated levels of
recoveries upon sale of repossessed vehicles;
·
revenues or expenses;
·
provisions for credit losses;
·
expected industry and general
economic trends;
·
accrued losses for legal
contingencies;
·
anticipated deferred tax
assets;
·
estimates of taxable income;
·
our ability to service and
repay our debt;
·
the structuring of securitization
transactions as secured financings and the effects of such structures on financial items and future profitability; or
·
the effect of the change
in structure on our profitability and the duration of the period in which our profitability would be affected by the change in securitization
structure.
Our actual results, performance
and achievements may differ materially from the results, performance and achievements expressed or implied in such forward-looking statements.
Some of the factors that might cause such a difference include, but are not limited to, the following:
·
unexpected exogenous events, such as a widespread public health emergency;
·
mandates imposed in reaction to such events, such as prohibitions of otherwise permissible activity;
·
changes in general economic conditions;
·
changes in performance of our automobile contracts;
·
increases in interest rates;
·
our ability to generate sufficient operating and financing cash flows;
·
competition;
·
the level of losses incurred on contracts in our managed portfolio;
·
adverse decisions by courts or regulators;
·
regulatory changes with respect to consumer finance;
·
changes in the market for used vehicles;
·
levels of cash releases from existing pools of contracts;
·
the terms on which we are able to finance contract purchases;
·
the willingness or ability of dealers to assign contracts to us on acceptable terms;
·
the terms on which we are able to complete term securitizations once contracts are acquired;
·
any breach in the security of our systems; and
·
such other factors as discussed through the “Risk Factors” section of this report.
Forward-looking statements
are neither historical facts nor guarantees of performance. Instead, they are based only on our current beliefs, expectations and assumptions
regarding the future of our business, plans and strategies, projections, anticipated events and trends, the economy and other uncertain
conditions. Because forward-looking statements relate to the future, they involve risks, uncertainties and assumptions. Actual results
may differ from expectations due to many factors beyond our ability to control or predict, including those described herein, and in any
documents incorporated by reference in this report. Therefore, you should not rely on any of these forward-looking statements. For these
statements, we claim the protection of the safe harbor for forward-looking statements contained in the Private Securities Litigation Reform
Act of 1995.
We undertake no obligation to
publicly update any forward-looking information. You are advised to consult any additional disclosure we make in our periodic reports
filed with the SEC.
25
Item 2 . Management’s Discussion and
Analysis of Financial Condition and Results of Operations
Overview
We are a specialty finance
company. Our business is to purchase and service retail automobile contracts originated primarily by franchised automobile dealers and,
to a lesser extent, by select independent dealers in the United States in the sale of new and used automobiles, light trucks and passenger
vans. Through our automobile contract purchases, we provide indirect financing to the customers of dealers who have limited credit histories
or past credit problems, who we refer to as sub-prime customers. We serve as an alternative source of financing for dealers, facilitating
sales to customers who otherwise might not be able to obtain financing from traditional sources, such as commercial banks, credit unions
and the captive finance companies affiliated with major automobile manufacturers. In addition to purchasing installment purchase contracts
directly from dealers, we, also, to a lesser extent, originate loans directly to consumers for the refinancing of an existing loan from
other lenders secured by an automobile and have also (i) originated vehicle purchase money loans by lending directly to consumers, (ii)
acquired installment purchase contracts in four merger and acquisition transactions, and (iii) purchased immaterial amounts of vehicle
purchase money loans from non-affiliated lenders. In this report, we refer to all of such contracts and loans as "automobile contracts."
We were incorporated and began
our operations in March 1991. From inception through June 30, 2026, we have originated a total of approximately $26.0 billion of automobile
contracts from dealers, and to a lesser degree, by originating loans secured by automobiles directly with consumers. Our recent history
of contract purchase volumes and managed portfolio levels are shown in the table below. Managed portfolio comprises both contracts we
owned and those we were servicing for third parties.
Contract Purchases and Outstanding Managed Portfolio
$ in thousands
Period
Contracts Purchased in Period
Managed Portfolio at Period End
2021
1,146,321
$ 2,249,069
2022
1,854,385
3,001,308
2023
1,357,752
3,194,623
2024
1,681,941
3,665,725
2025
1,638,326
3,898,425
Six months ended June 30, 2026
1,290,886
4,429,944
Our principal executive offices
are in Las Vegas, Nevada. Most of our operational and administrative functions take place in Irvine, California. Credit and underwriting
functions are performed primarily in that California branch with certain of these functions also performed in our Florida, Nevada, and
Virginia branches. We service our automobile contracts from our California, Nevada, Virginia, Florida and Illinois branches.
The programs we offer to dealers
and consumers are intended to serve a wide range of sub-prime customers, primarily through franchised new car dealers. We originate automobile
contracts with the intention of financing them on a long-term basis through securitizations. Securitizations are transactions in which
we sell a specified pool of contracts to a special purpose subsidiary of ours, which in turn issues asset-backed securities to fund the
purchase of the pool of contracts from us.
26
Securitization and Warehouse Credit Facilities
Throughout the period for which
information is presented in this report, we have purchased automobile contracts with the intention of financing them on a long-term basis
through securitizations, and on an interim basis through warehouse credit facilities. All such financings have involved identification
of specific automobile contracts, sale of those automobile contracts (and associated rights) to one of our special-purpose subsidiaries,
and issuance of asset-backed securities to be purchased by institutional investors. Depending on the structure, these transactions may
be accounted for under generally accepted accounting principles as sales of the automobile contracts or as secured financings. All of
our active securitizations are structured as secured financings.
When structured to be treated as a secured financing
for accounting purposes, the subsidiary is consolidated with us. Accordingly, the sold automobile contracts and the related debt appear
as assets and liabilities, respectively, on our consolidated balance sheet. We then periodically (i) recognize interest and fee income
on the contracts, and (ii) recognize interest expense on the securities issued in the transaction. For automobile contracts acquired after
2017 we take account of estimated credit losses in our computation of a level yield used to determine recognition of interest on the contracts.
For contracts acquired before 2018, we adopted CECL on January 1, 2020, and we may, as circumstances warrant, record or reverse expense
provisions for credit losses.
Since 1994 we have conducted
109 term securitizations of automobile contracts that we originated. As of June 30, 2026, 19 of those securitizations are active and all
are structured as secured financings. We generally conduct our securitizations on a quarterly basis, near the beginning of each calendar
quarter, resulting in four securitizations per calendar year.
Our recent history of term securitizations
is summarized in the table below:
Recent Asset-Backed Term Securitizations
$ in thousands
Period
Number of Term Securitizations
Receivables Pledged in Term Securitizations
2020
4
$ 741,867
2021
3
1,145,002
2022
4
1,537,383
2023
4
1,352,114
2024
4
1,533,854
2025
4
1,727,785
Six months ended June 30, 2026
2
878,835
Generally, prior to a securitization
transaction we fund our automobile contract purchases primarily with proceeds from warehouse credit facilities. As of June 30, 2026 our
short-term funding capacity was $725.0 million over two credit facilities. The first credit facility was established in May 2012.
In October 2025, we entered
into a new $167.5 million facility. On April 3, 2026, it amended its two-year revolving credit agreement with Capital One, N.A. to increase
the capacity of the facility. The amendment applies to both Capital One, N.A. and the subordinate lender, and increases the capacity of
the facility from $167.5 million to $390 million. This facility has a two-year revolving period to October 2027, with an optional amortization
period through April 2029.
27
In a securitization and in
our warehouse credit facilities, we are required to make certain representations and warranties, which are generally similar to the representations
and warranties made by dealers in connection with our purchase of the automobile contracts. If we breach any of our representations or
warranties, we may be required to repurchase the automobile contract at a price equal to the principal balance plus accrued and unpaid
interest. We may then be entitled under the terms of our dealer agreement to require the selling dealer to repurchase the contract at
a price equal to our purchase price, less any principal payments made by the customer. Subject to any recourse against dealers, we will
bear the risk of loss on repossession and resale of vehicles under automobile contracts that we repurchase.
In a securitization, the related
special purpose subsidiary may be unable to release excess cash to us if the credit performance of the securitized automobile contracts
falls short of pre-determined standards. Such releases represent a material portion of the cash that we use to fund our operations. An
unexpected deterioration in the performance of securitized automobile contracts could therefore have a material adverse effect on both
our liquidity and results of operations.
In addition, from time to time,
we have also completed financings of our residual interests in other securitizations that we and our affiliates previously sponsored.
Most recently, in March 2026, we completed a $50 million securitization of residual interests from previously issued securitizations.
In the transaction, qualified institutional buyers purchased $50.0 million of asset-backed notes secured by an 80% interest in a CPS affiliate
that owns the residual interests in four CPS securitizations issued from January 2025 through October 2025. The sold notes (“2026-1
Notes”), issued by CPS Auto Securitization Trust 2026-1, consist of a single class with a coupon of 8.75%.
Receivables we originate and
service for third parties are not pledged to our warehouse facilities or included in our securitizations.
Financial Covenants
Our
warehouse credit facilities and our residual interest financings contain various financial covenants requiring certain minimum financial
ratios. Such covenants include maintaining minimum levels of liquidity and net worth and not exceeding maximum leverage levels. In addition,
certain securitization and non-securitization related debt contain cross-default provisions that would allow certain creditors to declare
a default if a default occurred under a different facility. As of June 30, 2026 we were in compliance with all such financial covenants.
Results
of Operations
Comparison of Operating Results
for the three months ended June 30, 2026, with the three months ended June 30, 2025
Revenues . During
the three months ended June 30, 2026, our revenues were $121.4 million, an increase of $11.6 million, or 10.6% from the prior year
revenue of 109.8 million. The primary reason for the increase in revenues is the increase in interest income resulting from the
increase in the average outstanding balance of finance receivables measured at fair value. Revenues for the three months ended June
30, 2026, did not include a mark to the recorded value of the finance receivables measured at fair value. Marks are estimates based
on our evaluation of the appropriate fair value and future earnings rate of existing receivables compared to recently acquired
receivables and increases or decreases in our estimates of future net losses. In the current period, our re-evaluation of the fair
values of these receivables resulted in no marks to finance receivables measured at fair value. There was a $3.0 million mark up to
the fair value portfolio in the prior year period.
28
Interest income for the three
months ended June 30, 2026, increased $12.8 million, or 12.1% to $118.1 million from $105.4 million in the prior year. The primary reason
for the increase in interest income is the 13.7% increase in the average balance of our loan portfolio over the prior year period. The
interest yield on our total loan portfolio decreased to 11.3% from 11.4% in the prior year period. The interest yield on receivables measured
at fair value is reduced to take account of expected losses and is therefore less than the yield on other finance receivables. The table
below shows the average balance and interest yield of our loan portfolio for the three months ended June 30, 2026 and 2025:
Three Months Ended June 30,
2026
2025
(Dollars in thousands)
Average
Interest
Average
Interest
Interest Earning Assets
Balance
Interest
Yield
Balance
Interest
Yield
Loan Portfolio
$ 4,185,948
$ 118,112
11.3%
$ 3,682,959
$ 105,362
11.4%
Other income was $3.3 million for the three months ended June
30, 2026, compared to $1.4 million for the comparable period in 2025. This $1.9 million increase was primarily driven by the dealer recoveries
collected for the three months ending June 30, 2026. These dealer recoveries were $1.8 million for the quarter ended June 30, 2026. There
were no dealer recoveries in the prior year period. The Company engaged a third party that identifies discrepancies in the values of the
vehicles that have been repossessed and sold at auction. The third party attempts to collect the amount of the discrepancy from the dealers
and remits the amounts collected to the Company net of fees charged.
Expenses . Our operating expenses
consist largely of interest expenses, employee costs, sales and general and administrative expenses. Interest expense is affected by the
volume of automobile contracts we purchased during the trailing 12-month period and the use of our warehouse facilities and asset-backed
securitizations to finance those contracts and on the interest rates on these facilities. Employee costs and general and administrative
expenses are incurred as applications and automobile contracts are received, processed and serviced. Factors that affect margins and net
income include changes in the automobile and automobile finance market environments, and macroeconomic factors such as interest rates
and changes in the unemployment level.
Employee costs include base
salaries, commissions and bonuses paid to employees, and certain expenses related to the accounting treatment of outstanding stock options
and are one of our most significant operating expenses. These costs (other than those relating to stock options) generally fluctuate with
the level of applications and automobile contracts purchased and serviced.
Other operating expenses consist
largely of facilities expenses, telephone and other communication services, credit services, computer services, sales and advertising
expenses, and depreciation and amortization.
Total operating expenses were
$112.4 million for the three months ended June 30, 2026, compared to $102.8 million for the prior period, an increase of $9.5 million,
or 9.3%. The increase is primarily due to increases in interest expense.
Employee costs were $23.4 million
during the three months ended June 30, 2026, compared to $24.4 million for the same quarter in the prior year, a decrease of $944,000,
or 3.9%. The table below summarizes our employees by category as well as contract purchases and units in our managed portfolio as of,
and for the three-month periods ended, June 30, 2026, and 2025.
29
Three Months Ended June 30,
2026
2025
(Dollars in millions)
Contracts purchased (dollars)
$ 757.7
$ 433.0
Contracts purchased (units)
32,857
19,322
Managed portfolio outstanding (dollars)
$ 4,306.7
$ 3,708.4
Managed portfolio outstanding (units)
235,760
211,246
Number of Originations staff
193
195
Number of Sales staff
160
118
Number of Servicing staff
570
552
Number of other staff
71
67
Total number of employees
994
932
The increase in headcount within
our Sales staff throughout the three-month periods ended, June 30, 2026, and the decrease in the average employee cost of our Servicing
staff from June 30, 2025, were the largest contributing factors to the increase in headcount and decrease to employee costs from the three-month
period ended, June 30, 2025 to June 30, 2026.
General and administrative expenses
include costs associated with purchasing and servicing our portfolio of finance receivables, including expenses for facilities, credit
services, and telecommunications. General and administrative expenses were $14.7 million, an increase of $2.3 million from $12.4 million
in the prior year period.
Interest expense for the three
months ended June 30, 2026, was $64.3 million and represented 57.2% of total operating expenses, compared to $58.7 million in the previous
year, when it was 57.1% of total operating expenses. The $5.5 million increase in interest expense compared to the prior year period was
largely due to increases in the average balance of our securitization trust debt, warehouse credit line debt and residual interest financing
debt.
Interest on securitization trust
debt increased by $4.5 million for the three months ended June 30, 2026, compared to the prior period. The average balance of securitization
trust debt increased to $3,272.1 million for the three months ended June 30, 2026, compared to $2,811.9 million for the three months ended
June 30, 2025. The annualized average rate on our securitization trust debt was 6.1% for the three months ended June 30, 2026, compared
to 6.5% in the prior year period. For each quarterly securitization transaction, the blended cost of funds is ultimately the result of
many factors including the market interest rates for benchmark swaps of various maturities against which our bonds are priced and the
margin over those benchmarks that investors are willing to accept, which in turn, is influenced by investor demand for our bonds at the
time of the securitization. These and other factors have resulted in fluctuations in our securitization trust debt interest costs. The
blended interest rates of our recent securitizations are summarized in the table below:
Blended Cost of Funds on Recent Asset-Backed
Term Securitizations
Period
Blended Cost of Funds
January 2023
6.48%
April 2023
7.17%
July 2023
7.13%
October 2023
7.89%
January 2024
6.51%
April 2024
6.69%
June 2024
6.56%
September 2024
5.52%
January 2025
5.88%
May 2025
5.96%
July 2025
5.43%
October 2025
5.72%
January 2026
5.18%
April 2026
5.51%
30
Interest expense on warehouse
credit line debt increased by $617,000 to $8.8 million for the three months ended June 30, 2026, compared to $8.2 million in the prior
year period. The increase was primarily due to the higher utilization of our credit lines during the quarter compared to last year. The
average balance of our warehouse debt was $445.6 million during the three months ended June 30, 2026, compared to $353.2 million for the
same period in 2025. The annualized average rate on our credit line debt was 7.9% for the three months ended June 30, 2026, compared to
9.3% in the prior year period.
Interest expense on subordinated
renewable notes was $668,000 for the three months ended June 30, 2026. The average balance of the outstanding subordinated debt was $28.1
million for the three months June 30, 2026, compared to $28.0 million for the prior year period. The average yield of subordinated notes
is 9.5% for the three months ended June 30, 2025, compared to 9.7% in the prior year period.
In June 2021, March 2024, March
2025, and again in March 2026 we completed a securitization of residual interests from other previously issued securitizations in the
amount of $50 million, $50 million, $65 million, and $50 million, respectively. Interest expense for these residual interest financings
was $4.7 million for the three months ended June 30, 2026, compared to $4.2 million for the same period in 2025.
The following table presents
the components of interest income and interest expense and a net interest yield analysis for the three-month periods ended June 30, 2026,
and 2025:
Three Months Ended June 30,
2026
2025
(Dollars in thousands)
Annualized
Annualized
Average
Average
Average
Average
Balance (1)
Interest
Yield/Rate
Balance (1)
Interest
Yield/Rate
Interest Earning Assets
Loan Portfolio
$ 4,185,948
$ 118,112
11.3%
$ 3,682,959
$ 105,362
11.4%
Interest Bearing Liabilities
Warehouse lines of credit
$ 445,598
$ 8,833
7.9%
$ 353,153
$ 8,216
9.3%
Residual interest financing
176,578
4,713
10.7%
165,000
4,247
10.3%
Securitization trust debt
3,272,074
50,039
6.1%
2,811,906
45,557
6.5%
Subordinated renewable notes
28,116
668
9.5%
28,035
684
9.8%
$ 3,922,366
64,253
6.6%
$ 3,358,094
58,704
7.0%
Net interest income/spread
$ 53,859
$ 46,658
Net interest yield (2)
5.1%
5.1%
Ratio of average interest earning assets to average interest bearing liabilities
107%
110%
(1) Average balances are based on month end balances except for warehouse lines of credit, which are based on daily balances.
(2) Annualized net interest income
divided by average interest earning assets.
31
Three Months Ended June 30, 2026
Compared to June 30, 2025
Total
Change Due
Change Due
Change
to Volume
to Rate
(In thousands)
Interest Earning Assets
Loan Portfolio
$ 12,750
$ 13,796
$ (1,046 )
Interest Bearing Liabilities
Warehouse lines of credit
617
2,177
(1,560 )
Residual interest financing
466
289
177
Securitization trust debt
4,482
7,754
(3,272 )
Subordinated renewable notes
(16 )
5
(21 )
5,549
10,225
(4,676 )
Net interest income/spread
$ 7,201
$ 3,571
$ 3,630
Under the fair value method
of accounting, we recognize interest income net of expected credit losses. Thus, no provision for credit loss expense is recorded for
finance receivables measured at fair value. Finance receivables acquired before 2018 are recorded at cost, and both their total balance
and activity is immaterial.
Sales expenses consist primarily
of commission-based compensation paid to our employee sales representatives. Our sales representatives earn a salary plus commission based
on volume of contract purchases. Sales expense increased by $2.6 to $8.3 million during the three months ended June 30, 2026, from $5.7
million for the same quarter in 2025. We purchased $757.7 million of new contracts during the three months ended June 30, 2026, compared
to $433.0 million in the prior year period.
Occupancy expenses were $1.5
million for the three months ending June 30, 2026, which is up from $1.4 million in the second quarter of 2025.
Depreciation and amortization
expenses is $249,000 for both current and the prior period.
For the three months ended June 30, 2026, we recorded
income tax expense of $2.8 million, representing a 31% effective tax rate. In the prior period, our income tax expense was $2.2 million,
representing a 31% effective tax rate.
Comparison of Operating Results for the
six months ended June 30, 2026 with the six months ended June 30, 2025
Revenues . During
the six months ended June 30, 2026, our revenues were $233.7 million, an increase of $17.1 million, or 7.9% from the prior year revenue
of $216.6 million. The primary reason for the increase in revenues is the increase in interest income resulting from the increase in the
average outstanding balance of finance receivables measured at fair value. Revenues for the six months ended June 30, 2026, did not include
a mark to the recorded value of the finance receivables measured at fair value. The marks are estimates based on our evaluation of the
appropriate fair value and future earnings rate of existing receivables compared to recently acquired receivables and increases or decreases
in our estimates of future net losses. In the current period, our re-evaluation of the fair values of these receivables resulted in no
marks to finance receivables measured at fair value. There was a $6.5 million mark up to the fair value portfolio in the prior year period.
32
Interest income for the six
months ended June 30, 2026 increased $19.5 million, or 9.4%, to $226.8 million from $207.3 million in the prior year. The primary reason
for the increase in interest income is the 10.8% increase in the average balance of our loan portfolio over the prior year period. The
interest yield on our total loan portfolio decreased from 11.4% in the prior year period to 11.3% in the current year period. The interest
yield on receivables measured at fair value is reduced to take account of expected losses and is therefore less than the yield on other
finance receivables. The table below shows the average balance and interest yield of our loan portfolio for the six months ended June
30, 2026 and 2025:
Six Months Ended June 30,
2026
2025
(Dollars in thousands)
Average
Interest
Average
Interest
Balance
Interest
Yield
Balance
Interest
Yield
Interest Earning Assets
Loan Portfolio
$ 4,019,847
$ 226,833
11.3%
$ 3,627,800
$ 207,295
11.4%
Other income was $6.9 million
for the six months ended June 30, 2026 compared to $2.8 million for the comparable period in 2025. This
$4.1 million increase was primarily driven by the dealer recoveries collected for the six months ended June 30, 2026. These dealer recoveries
were $4.1 million for the six months ended June 30, 2026. There were no dealer recoveries in the prior year period.
Expenses . Our operating expenses
consist largely of interest expense, employee costs, sales and general and administrative expenses. Interest expense is significantly
affected by the volume of automobile contracts we purchased during the trailing 12-month period and the use of our warehouse facilities
and asset-backed securitizations to finance those contracts. Employee costs and general and administrative expenses are incurred
as applications and automobile contracts are received, processed and serviced. Factors that affect profit margins and net income include
changes in the automobile and automobile finance market environments, and macroeconomic factors such as interest rates and changes in
the unemployment level.
Employee costs include base
salaries, commissions and bonuses paid to employees, and certain expenses related to the accounting treatment of outstanding stock options
and are one of our most significant operating expenses. These costs (other than those relating to stock options) generally fluctuate with
the level of applications and automobile contracts purchased and serviced.
Other operating expenses consist
largely of facilities expenses, telephone and other communication services, credit services, computer services, sales and advertising
expenses, and depreciation and amortization.
Total operating expenses were
$216.7 million for the six months ended June 30, 2026, compared to $202.9 million for the prior period, an increase of $13.8 million,
or 6.8%. The increase is primarily due to increases in interest expense. To a lesser extent, increases in sales expense also contributed
to the increase in operating expenses during the period.
33
Employee costs were $46.5 million
during the six months ended June 30, 2026 compared to $49.4 million for the same period in the prior year. The table below summarizes
our employees by category as well as contract purchases and units in our managed portfolio as of, and for the six-month periods ended,
June 30, 2026 and 2025:
Six Months Ended June 30,
2026
2025
(Dollars in millions)
Contracts purchased (dollars)
$ 1,290.9
$ 884.2
Contracts purchased (units)
56,776
40,029
Managed portfolio outstanding (dollars)
$ 4,306.7
$ 3,708.4
Managed portfolio outstanding (units)
235,760
211,246
Number of Originations staff
193
195
Number of Sales staff
160
118
Number of Servicing staff
570
552
Number of other staff
71
67
Total number of employees
994
932
The increase in headcount within
our Sales staff throughout the six-month periods ended, June 30, 2026, and the decrease in the average employee cost of our Servicing
staff from June 30, 2025, were the largest contributing factors to the increase in headcount and decrease to employee costs from the six-month
period ended, June 30, 2025 to June 30, 2026.
General and administrative expenses
include costs associated with purchasing and servicing our portfolio of finance receivables, including expenses for facilities, credit
services, and telecommunications. General and administrative expenses were $27.6 million for the six months ended June 30, 2026, an increase
of $2.6 from $25.0 million in the prior year period.
Interest expense for the six
months ended June 30, 2026 was $124.3 million, compared to $113.6 million in the previous year, an increase of $10.7 million.
Interest on securitization trust
debt increased by $8.2 million for the six months ended June 30, 2026 compared to the prior period. The average balance of securitization
trust debt increased to $3,199.7 million for the six months ended June 30, 2026 compared to $2,836.9 million for the six months ended
June 30, 2025. The annualized average rate on our securitization trust debt was 6.2% for the six months ended June 30, 2026 compared to
6.4% in the prior year period. For each quarterly securitization transaction, the blended cost of funds is ultimately the result of many
factors including the market interest rates for benchmark swaps of various maturities against which our bonds are priced and the margin
over those benchmarks that investors are willing to accept, which in turn, is influenced by investor demand for our bonds at the time
of the securitization. These and other factors have resulted in fluctuations in our securitization trust debt interest costs. The blended
interest rates of our recent securitizations are summarized in the table below:
Blended Cost of Funds on Recent Asset-Backed
Term Securitizations
Period
Blended Cost of Funds
January 2023
6.48%
April 2023
7.17%
July 2023
7.13%
October 2023
7.89%
January 2024
6.51%
April 2024
6.69%
June 2024
6.56%
September 2024
5.52%
January 2025
5.88%
May 2025
5.96%
July 2025
5.43%
October 2025
5.72%
January 2026
5.18%
April 2026
5.51%
34
Interest expense on warehouse
credit line debt increased by $569,000 to $15.3 million for the six months ended June 30, 2026, compared to $14.7 million in the prior
year period. The average balance of our warehouse debt was $361.3 million during the six months ended June 30, 2026, compared to $314.7
million for the same period in 2025. The annualized average rate on our credit line debt was 8.5% for the six months ended June 30, 2026,
compared to 9.4% in the prior year period.
Interest expense on subordinated
renewable notes was $1.4 million for the six months ended June 30, 2026. The average balance of the outstanding subordinated debt increased
by $890,000 to $28.4 million for the six months ended June 30, 2026, compared to $27.5 million for the prior year. The average yield of
subordinated notes was 9.5% in the current compare to 9.7% prior period.
In June 2021, March 2024, March
2025, and again in March 2026 we completed a securitization of residual interests from other previously issued securitizations in the
amount of $50 million, $50 million, $65 million, and $50 million, respectively. Interest expense on the residual interest financing was
$8.9 million for the six months ended June 30, 2026 compared to $7.0 million for the same period in 2025.
The following table presents
the components of interest income and interest expense and a net interest yield analysis for the six-month periods ended June 30, 2026
and 2025:
Six Months Ended June 30,
2026
2025
(Dollars in thousands)
Annualized
Annualized
Average
Average
Average
Average
Balance (1)
Interest
Yield/Rate
Balance (1)
Interest
Yield/Rate
Interest Earning Assets
Loan portfolio
$ 4,019,847
$ 226,833
11.3%
$ 3,627,800
$ 207,295
11.4%
Interest Bearing Liabilities
Warehouse lines of credit
$ 361,258
$ 15,298
8.5%
$ 314,698
$ 14,729
9.4%
Residual interest financing
165,647
8,868
10.7%
136,989
6,962
10.2%
Securitization trust debt
3,199,731
98,795
6.2%
2,836,888
90,602
6.4%
Subordinated renewable notes
28,382
1,353
9.5%
27,493
1,329
9.7%
$ 3,755,018
124,314
6.6%
$ 3,316,068
113,622
6.9%
Net interest income/spread
$ 102,519
$ 93,673
Net interest yield (2)
5.1%
5.2%
Ratio of average interest earning assets to average interest bearing
liabilities
107%
109%
(1) Average balances are
based on month end balances except for warehouse lines of credit, which are based on daily balances.
(2) Annualized net
interest income divided by average interest earning assets.
35
Six Months Ended June 30, 2026
Compared to June 30, 2025
Total
Change Due
Change Due
Change
to Volume
to Rate
(In thousands)
Interest Earning Assets
Loan portfolio
$ 19,538
$ 25,266
$ (5,728 )
Interest Bearing Liabilities
Warehouse lines of credit
569
3,790
(3,221 )
Residual interest financing
1,906
1,007
899
Securitization trust debt
8,193
14,983
(6,790 )
Subordinated renewable notes
24
62
(38 )
10,692
19,842
(9,150 )
Net interest income/spread
$ 8,846
$ 5,424
$ 3,422
Sales expenses consist primarily
of commission-based compensation paid to our employee sales representatives. Our sales representatives earn a salary plus commissions
based on volume of contract purchases. Sales expense increased to $14.9 million during the six months ended June 30, 2026 from $11.6 million
in the same period in 2025. We purchased $1,290.9 million of new contracts during the six months ended June 30, 2026 compared to $884.2
million in the prior year period.
Occupancy expenses was $3.0
million for the six months ending June 30, 2026, which is up from $2.8 million for the same period in 2025.
Depreciation and amortization
expenses decreased to $474,000 compared to $498,000 in the previous year.
For the six months ended June
30, 2026, we recorded income tax expense of $5.3 million, representing a 31% effective tax rate. In the prior period, our income tax expense
was $4.3 million, representing a 31% effective tax rate.
Credit Experience
Our financial results are dependent
on the performance of the automobile contracts in which we retain an ownership interest. Broad economic factors such as recession and
significant changes in unemployment levels influence the credit performance of our portfolio, as does the weighted average age of the
receivables at any given time. The tables below document the delinquency, repossession and net credit loss experience of all such automobile
contracts that we originated or own an interest in as of the respective dates shown.
36
Delinquency, Repossession and Extension Experience
(1)
Total Managed Portfolio (Excludes Third Party
Portfolio)
June 30, 2026
June 30, 2025
December 31, 2025
Number of
Number of
Number of
Contracts
Amount
Contracts
Amount
Contracts
Amount
(Dollars in thousands)
Delinquency Experience
Gross servicing portfolio (1)
235,760
$ 4,306,656
211,246
$ 3,708,381
212,718
$ 3,778,647
Period of delinquency (2)
31-60 days
15,477
274,287
13,594
228,495
15,639
272,499
61-90 days
6,513
109,324
6,504
103,947
7,163
118,304
91+ days
3,265
45,939
3,885
56,775
3,806
56,223
Total delinquencies (2)
25,255
429,550
23,983
389,217
26,608
447,026
Amount in repossession (3)
6,296
94,335
6,628
97,733
7,462
111,152
Total delinquencies and amount in repossession (2)
31,551
$ 523,885
30,611
$ 486,950
34,070
$ 558,178
Delinquencies as a percentage of gross servicing portfolio
10.71%
9.97%
11.35%
10.50%
12.51%
11.83%
Total delinquencies and amount in repossession as a percentage of gross servicing portfolio
13.38%
12.16%
14.49%
13.14%
16.02%
14.77%
Extension Experience
Contracts with one extension, accruing
38,002
$ 708,236
35,067
$ 638,069
41,504
$ 759,863
Contracts with two or more extensions, accruing
58,943
976,965
49,373
760,265
58,326
927,980
96,945
1,685,201
84,440
1,398,334
99,830
1,687,843
Contracts with one extension, non-accrual (4)
2,084
30,388
3,037
45,330
3,008
45,848
Contracts with two or more extensions, non-accrual (4)
5,025
73,328
4,579
67,243
5,285
77,351
7,109
103,716
7,616
112,573
8,293
123,199
Total contracts with extensions
104,054
$ 1,788,917
92,056
$ 1,510,907
108,123
$ 1,811,043
____________________________________
(1) All amounts and percentages are based
on the amount remaining to be repaid on each automobile contract. The information in the table represents the gross principal amount
of all automobile contracts we have purchased, including automobile contracts subsequently sold in securitization transactions that we
continue to service. The table does not include certain contracts we have serviced for third parties on which we earn servicing fees
only and have no credit risk.
(2) We consider an automobile contract delinquent
when an obligor fails to make at least 90% of a contractually due payment by the following due date, which date may have been extended
within limits specified in the Servicing Agreements. The period of delinquency is based on the number of days payments are contractually
past due. Automobile contracts less than 31 days delinquent are not included. The delinquency aging categories shown in the tables reflect
the effect of extensions.
(3) Amount in repossession represents financed
vehicles that have been repossessed but not yet liquidated.
(4) Amount in repossession and accounts past
due more than 90 days are on non-accrual.
37
Net Charge-Off Experience (1)
Total Managed Portfolio (Excludes Third Party Portfolio)
Finance Receivables Portfolio
June 30,
June 30,
December 31,
2026
2025
2025
(Dollars in thousands)
Average servicing portfolio outstanding
$ 4,185,948
$ 3,682,959
$ 3,693,796
Annualized net charge-offs as a percentage of average servicing portfolio (2)
7.3%
7.5%
7.8%
_________________________
(1) All amounts and percentages are based
on the principal amount scheduled to be paid on each automobile contract.
(2) Net charge-offs include the remaining principal
balance, after the application of the net proceeds from the liquidation of the vehicle (excluding accrued and unpaid interest) and amounts
collected subsequent to the date of charge-off, including some recoveries which have been classified as other income in the accompanying
interim consolidated financial statements. June 30, 2026, and June 30, 2025, percentages represent three months ended June 30, 2026, and
June 30, 2025, annualized. December 31, 2025, represents 12 months ended December 31, 2025.
Extensions
In certain circumstances we
will grant obligors one-month payment extensions to assist them with temporary cash flow problems. In general, an obligor will not be
permitted more than two such extensions in any 12-month period and no more than eight over the life of the contract. The only modification
of terms is to advance the obligor’s next due date, generally by one month, though in some cases we may permit a longer extension,
and in any case an advance in the maturity date corresponding to the advance of the due date. There are no other concessions such as a
reduction in interest rate, forgiveness of principal or of accrued interest. Accordingly, we consider such extensions to be insignificant
delays in payments.
The
basic question in deciding to grant an extension is whether or not we will (a) be delaying the inevitable repossession and liquidation
or (b) risk losing the vehicle as a result of not being able to locate the obligor and vehicle. In both of those situations, the loss
would likely be higher than if the vehicle had been repossessed without the extension. The benefits of granting an extension include minimizing
current losses and delinquencies, minimizing lifetime losses, getting the obligor’s account current (or close to it) and building
goodwill so that the obligor might prioritize us over other creditors on future payments. Our servicing staff are trained to identify
when a past due obligor is facing a temporary problem that may be resolved with an extension. In some cases, the extension will be granted
in conjunction with our receiving all or a portion of a past due payment from the obligor, thereby indicating an additional monetary and
psychological commitment to the contract on the obligor’s part.
The credit assessment for granting an extension
is initially made by our collector, who bases the recommendation on the collector’s discussions with the obligor. In such assessments
the collector will consider, among other things, the following factors: (1) the reason the obligor has fallen behind in payments; (2)
whether or not the reason for the delinquency is temporary, and if it is, have conditions changed such that the obligor can begin making
regular monthly payments again after the extension; (3) the obligor’s past payment history, including past extensions if applicable; and
(4) the obligor’s willingness to communicate and cooperate on resolving the delinquency. If the collector believes the obligor is
a good candidate for an extension, he must obtain approval from his supervisor, who will review the same factors stated above prior to
offering the extension to the obligor. During 2020 we incorporated an algorithmic extension score card which provides our staff with an
objective and quantitative assessment of whether or not a obligor is a good candidate for an extension, based on the current circumstances
of the account. The extension score card was developed by our internal risk management team and is derived from the post-extension performance
of accounts in our managed portfolio.
38
After receiving an extension, an account remains
subject to our normal policies and procedures for interest accrual, reporting delinquency and recognizing charge-offs. We believe that
a prudent extension program is an integral component to mitigating losses in our portfolio of sub-prime automobile receivables. The table
below summarizes the status, as of June 30, 2026, for accounts that received extensions from 2014 through 2025:
Period of Extension
# Extensions Granted
Active or Paid Off at June 30, 2026
% Active or Paid Off at June 30, 2026
Charged Off > 6 Months After Extension
% Charged Off > 6 Months After Extension
Charged Off <= 6 Months After Extension
% Charged Off <= 6 Months After Extension
Avg Months to Charge Off Post Extension
2014
25,773
10,417
40.4%
14,486
56.2%
870
3.4%
25
2015
53,319
21,929
41.1%
30,059
56.4%
1,331
2.5%
26
2016
80,897
34,901
43.1%
43,019
53.2%
2,977
3.7%
26
2017
133,847
54,590
40.8%
68,421
51.1%
10,836
8.1%
23
2018
121,531
55,516
45.7%
53,841
44.3%
12,174
10.0%
21
2019
71,548
40,338
56.4%
23,304
32.6%
7,906
11.0%
20
2020
83,170
53,527
64.4%
25,393
30.5%
4,250
5.1%
24
2021
47,010
31,024
66.0%
14,750
31.4%
1,236
2.6%
24
2022
56,142
33,545
59.8%
20,643
36.8%
1,954
3.5%
21
2023
83,113
49,202
59.2%
30,652
36.9%
3,259
3.9%
18
2024
90,484
64,441
71.2%
23,402
25.9%
2,641
2.9%
14
2025
110,200
97,485
88.5%
8,939
8.1%
3,776
3.4%
8
______________________
Note: Table excludes extensions on portfolios
serviced for third parties
We view these results as a
confirmation of the effectiveness of our extension program. We consider accounts that have had extensions and were active or paid off
as of June 30, 2026, to be successful. Successful extensions result in continued payments of interest and principal (including payment
in full in many cases). Without extension, however, the account may have defaulted, and we would have likely incurred a substantial loss
and no additional interest revenue.
For extension accounts that
ultimately charged off, we consider accounts that charged off more than six months after the extension to be at least partially successful.
In such cases, despite the ultimate loss, we received additional payments of principal and interest that otherwise we would not have received.
39
Additional information
about our extensions is provided in the tables below:
Six Months Ended June 30,
Six Months Ended June 30,
Year Ended December 31,
2026
2025
2025
Average number of extensions granted per month
11,152
9,376
9,183
Average number of outstanding accounts
230,772
210,262
210,100
Average monthly extensions as % of average outstandings
4.8%
4.5%
4.4%
____________________
Note: Table excludes portfolios originated
and owned by third parties
June 30, 2026
June 30, 2025
December 31, 2025
Number of Contracts
Amount
Number of Contracts
Amount
Number of Contracts
Amount
(Dollars in thousands)
Contracts with one extension
40,086
$ 738,624
38,104
$ 683,399
41,504
$ 759,863
Contracts with two extensions
25,441
453,143
23,041
391,605
24,171
421,363
Contracts with three extensions
16,131
273,408
14,192
231,630
14,963
246,175
Contracts with four extensions
10,381
164,401
8,355
122,257
9,490
146,777
Contracts with five extensions
6,728
99,266
4,861
55,981
5,754
77,884
Contracts with six extensions
5,287
60,075
3,503
26,034
3,948
35,781
104,054
$ 1,788,917
92,056
$ 1,510,906
99,830
$ 1,687,843
Managed portfolio (excluding originated and owned by 3rd parties)
235,760
$ 4,306,656
211,246
$ 3,708,381
212,718
$ 3,778,647
___________________
Note: Table excludes portfolios originated
and owned by third parties
Non-Accrual Receivables
It is not uncommon for our
obligors to fall behind in their payments. However, with the diligent efforts of our servicing staff and systems for managing our collection
efforts, we regularly work with our customers to resolve delinquencies. Our staff is trained to employ a counseling approach to assist
our customers with their cash flow management skills and help them to prioritize their payment obligations to avoid losing their vehicle
to repossession. Through our experience, we have learned that once a contract becomes greater than 90 days past due, it is more likely
than not that the delinquency will not be resolved and will ultimately result in a charge-off. Contracts originated since January 2018
are accounted for at fair value and the economic impact of late payments is incorporated into the estimated net yield on those contracts.
40
Liquidity and Capital Resources
Our
business requires substantial cash to support our purchases of automobile contracts and other operating activities. Our primary sources
of cash have been cash flows from the proceeds from term securitization transactions and other sales of automobile contracts, amounts
borrowed under various revolving credit facilities (also sometimes known as warehouse credit facilities), customer payments of principal
and interest on finance receivables, fees for origination of automobile contracts, and releases of cash from securitization transactions
and their related spread accounts. Our primary uses of cash have been the purchases of automobile contracts, repayment of amounts borrowed
under lines of credit, securitization transactions and otherwise, operating expenses such as employee, interest, occupancy expenses and
other general and administrative expenses, the establishment of spread accounts and initial overcollateralization, if any, the increase
of credit enhancement to required levels in securitization transactions, and income taxes. There can be no assurance that internally generated
cash will be sufficient to meet our cash demands. The sufficiency of internally generated cash will depend on the performance of securitized
pools (which determines the level of releases from those pools and their related spread accounts), the rate of expansion or contraction
in our managed portfolio, and the terms upon which we are able to acquire and borrow against automobile contracts.
Net cash provided by operating
activities for the six-month period ended June 30, 2026 was $189.9 million, an increase of $61.6 million, compared to net cash provided
by operating activities for the six-month period ended June 30, 2025 of $128.3 million. Net cash from operating activities is generally
provided by net income from operations adjusted for significant non-cash items such as marks to finance receivables measured at fair value.
Net cash used in investing activities
was $697.0 million for the six months ended June 30, 2026 compared to $360.8 million in the prior year period. Net cash used in investing
activities generally relates to new purchases of automobile contracts net of principal payments and other proceeds received during the
period. Purchases of finance receivables excluding acquisition fees were $1,266.6 million and $882.9 million during the first six months
of 2026 and 2025, respectively.
Net cash provided by financing
activities for the six months ended June 30, 2026 was $515.1 million compared to $255.3 million in the prior year period. Cash provided
by financing activities is primarily related to the issuance of securitization trust debt, reduced by the amount of repayment of securitization
trust debt and net proceeds or repayments on our warehouse lines of credit and other debt. In the first six months of 2026, we issued
$859.7 million in new securitization trust debt compared to $862.4 million for the same period in 2025. We repaid $715.1 million in securitization
trust debt in the six months ended June 30, 2026 compared to repayments of securitization trust debt of $642.7 million in the prior year
period. In the six months ended June 30, 2026, we had net advances on warehouse lines of credit of $354.4 million, compared to net repayments
from warehouse lines of credit of $16.6 million in the prior year’s period.
We purchase automobile contracts
from dealers for a cash price approximately equal to their principal amount, adjusted for an acquisition fee which may either increase
or decrease the automobile contract purchase price. Those automobile contracts generate cash flow, however, over a period of years. We
have been dependent on warehouse credit facilities to purchase automobile contracts and our securitization transactions for long term
financing of our contracts. In addition, we have accessed other sources, such as residual financings and subordinated debt in order to
finance our continuing operations.
The acquisition of automobile
contracts for subsequent financing in securitization transactions, and the need to fund spread accounts and initial overcollateralization,
if any, and increase credit enhancement levels when those transactions take place, results in a continuing need for capital. The amount
of capital required is most heavily dependent on the rate of our automobile contract purchases, the required level of initial credit enhancement
in securitizations, and the extent to which the previously established trusts and their related spread accounts either release cash to
us or capture cash from collections on securitized automobile contracts. Of those, the factor most subject to our control is the rate
at which we purchase automobile contracts.
41
We are and may in the future
be limited in our ability to purchase automobile contracts due to limits on our capital. As of June 30, 2026, we had unrestricted cash
of $7.5 million and $43.4 million aggregate available borrowings under our two warehouse credit facilities (assuming the availability
of sufficient eligible collateral). As of June 30, 2026, we had approximately $20.9 million of such eligible collateral. Our plans to
manage our liquidity include maintaining our rate of automobile contract purchases at a level that matches our available capital, and,
as appropriate, minimizing our operating costs. During the six-month period ended June 30, 2026, we completed two securitizations aggregating
$859.7 million of notes sold.
Our liquidity will also be
affected by releases of cash from the trusts established with our securitizations. While the specific terms and mechanics of each spread
account vary among transactions, our securitization agreements generally provide that we will receive excess cash flow, if any, only if
the amount of credit enhancement has reached specified levels and the net losses related to the automobile contracts in the pool are below
certain predetermined levels. In the event delinquencies or net losses on the automobile contracts exceed such levels, the terms of the
securitization may require increased credit enhancement to be accumulated for the particular pool. There can be no assurance that collections
from the related trusts will continue to generate sufficient cash.
Our warehouse credit facilities
contain various financial covenants requiring certain minimum financial ratios and results. Such covenants include maintaining minimum
levels of liquidity and net worth and not exceeding maximum leverage levels. In addition, certain of our debt agreements other than our
term securitizations contain cross-default provisions. Such cross-default provisions would allow the respective creditors to declare a
default if an event of default occurred with respect to other indebtedness of ours, but only if such other events of default were to be
accompanied by acceleration of such other indebtedness. As of June 30, 2026, we were in compliance with all such financial covenants.
We currently have and will
continue to have a substantial amount of outstanding indebtedness. At June 30, 2026, we had approximately $4,008.3 million of debt outstanding.
Such debt consisted primarily of $3,131.1 million of securitization trust debt, and also included $679.9 million of warehouse lines of
credit, $168.8 million of residual interest financing debt and $28.5 million in subordinated renewable notes.
Although we believe we are
able to service and repay our debt, there is no assurance that we will be able to do so. If our plans for future operations do not generate
sufficient cash flows and earnings, our ability to make required payments on our debt would be impaired. If we fail to pay our indebtedness
when due, it could have a material adverse effect on us and may require us to issue additional debt or equity securities.
Item 4. Controls and Procedures
We maintain a system of internal controls and
procedures designed to provide reasonable assurance as to the reliability of our published financial statements and other disclosures
included in this report. As of the end of the period covered by this report, we evaluated the effectiveness of the design and operation
of such disclosure controls and procedures. Based upon that evaluation, the principal executive officer (Charles E. Bradley, Jr.) and
the principal financial officer (Denesh Bharwani) concluded that the disclosure controls and procedures are effective in recording, processing,
summarizing and reporting, on a timely basis, material information relating to us that is required to be included in our reports filed
under the Securities Exchange Act of 1934. There has been no change in our internal controls over financial reporting during our most
recently completed fiscal quarter that has materially affected, or is reasonably likely to materially affect, our internal control over
financial reporting.
42
PART II — OTHER INFORMATION
Item 1. Legal Proceedings
The information provided under the caption “Legal
Proceedings,” Note 8 to the Unaudited Condensed Consolidated Financial Statements, included in Part I of this report, is incorporated
herein by reference.
Item 1A. Risk Factors
We remind the reader that risk factors are set
forth in Item 1A of our report on Form 10-K, filed with the U.S. Securities and Exchange Commission on March 16, 2026. Where we are aware
of material changes to such risk factors as previously disclosed, we set forth below an updated discussion of such risks. The reader should
note that the other risks identified in our report on Form 10-K remain applicable.
We have substantial indebtedness.
We have and will continue
to have a substantial amount of indebtedness. At June 30, 2026, we had approximately $4,008.3 million debt outstanding. Such debt
consisted primarily of $3,131.1 million of securitization trust debt and $679.9 million of debt from warehouse lines of credit. Our
securitization trust debt has increased by $144.5 million while our warehouse lines of credit debt has also increased by $355.0
million since December 31, 2025 (each net of deferred financing costs). Since 2005, we have offered renewable subordinated notes to
the public on a continuous basis, and such notes have maturities that range from six months to 10 years. We had $28.5 million and
$29.0 million in subordinated renewable notes outstanding at June 30, 2026, and December 31, 2025, respectively. In June 2021, March
2024, March 2025, and again in March 2026, we completed a securitization of residual interests from other previously issued
securitizations in the amounts of $50 million, $50 million, $65 million, and $50 million, respectively. As of June 30, 2026, $168.8
million of the residual interest debt remains outstanding.
Our substantial indebtedness could adversely affect
our financial condition by, among other things:
· increasing our vulnerability to general adverse economic and industry conditions.
· requiring us to dedicate a substantial portion of our cash flow from operations to payments on our indebtedness,
thereby reducing the amounts available for working capital, capital expenditures and other general corporate purposes.
· limiting our flexibility in planning for, or reacting to, changes in our business and the industry in
which we operate.
· placing us at a competitive disadvantage compared to our competitors that have less debt; and
· limiting our ability to borrow additional funds.
Although we believe we are able to service and
repay such debt, there is no assurance that we will be able to do so. If we do not generate sufficient operating profits, our ability
to make the required payments on our debt would be impaired. Failure to pay our indebtedness when due could have a material adverse effect.
43
Item 2. Unregistered Sales of Equity Securities
and Use of Proceeds
During the three months ended June 30, 2026, we repurchased
231,134 shares from existing shareholders, as reflected in the table below.
Issuer Purchases of Equity Securities
Period(1)
Total Number of Shares Purchased
Average Price Paid per Share
Total Number of Shares Purchased as
Part of Publicly Announced Plans or Programs
Approximate Dollar Value of Shares that May Yet be Purchased Under the
Plans or Programs (2)
April 2026
38,060
$ 8.49
38,060
$ 5,555,411
May 2026
157,523
$ 9.97
157,523
$ 3,985,367
June 2026
35,551
$ 9.66
35,551
$ 3,642,032
Total
231,134
$ 9.68
231,134
____________________
(1) Each monthly period is the calendar month.
(2) In July 2025, our board of directors authorized the purchase of an additional $5 million of our common
stock. Through June 30, 2026, our board of directors had authorized the purchase of up to $128.2 million of our outstanding securities,
which program was first announced in our annual report for the year 2002, filed on March 26, 2003. All purchases described in the table
above were under the plan announced in March 2003, which has no fixed expiration date.
Item 5. Other Information
During the quarter
ended June 30, 2026, no director or officer adopted or terminated any Rule 10b5-1 trading arrangement or non-Rule 10b5-1 trading arrangement,
as each term is defined in Item 408(a) of Regulation S-K.
44
Item 6. Exhibits
The Exhibits listed below are filed with this
report.
4.14
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.
10.1.0
Auto Receivables Trust 2026-B Purchase Agreement dated April 1, 2026, between registrant and CPS
Receivables Five LLC ** (filed herewith)
10.1.1
First Amendment to Loan and Security Agreement dated April 3, 2026, amongst registrant, Page Eleven Funding LLC, Computershare Trust Company, N.A., and Capital One, National Association * * (filed herewith)
31.1
Rule 13a-14(a) Certification of the Chief Executive Officer of the registrant.
31.2
Rule 13a-14(a) Certification of the Chief Financial Officer of the registrant.
32
Section 1350 Certifications. *
101.INS
Inline XBRL Instance Document (the instance document does not appear in the Interactive Data File because its XBRL tags are embedded within the Inline XBRL document)
101.SCH
Inline XBRL Taxonomy Extension Schema Document
101.CAL
Inline XBRL Taxonomy Extension Calculation Linkbase Document
101.DEF
Inline XBRL Taxonomy Extension Definition Linkbase Document
101.LAB
Inline XBRL Taxonomy Extension Definition Linkbase Document
101.PRE
Inline XBRL Taxonomy Extension Presentation Linkbase Document
104
Cover Page Interactive Data File (formatted in inline XBRL, and included in exhibit 101).
* These Certifications
shall not be deemed “filed” for purposes of Section 18 of the Securities Exchange Act of 1934, as amended, or otherwise subject
to the liability of that section. These Certifications shall not be deemed to be incorporated by reference into any filing under the Securities
Act of 1933, as amended, or the Exchange Act, except to the extent that the registration statement specifically states that such Certifications
are incorporated therein.
** Certain portions
of this exhibit have been omitted pursuant to Item 601(b)(10) of Regulation S-K.
45
SIGNATURES
Pursuant to the requirements
of the Securities Exchange Act of 1934, the registrant duly caused this report to be signed on its behalf by the undersigned thereunto
duly authorized.
CONSUMER PORTFOLIO SERVICES, INC.
(Registrant)
Date: August 07, 2026
By:
/s/ CHARLES E. BRADLEY, JR.
Charles E. Bradley, Jr.
Chief Executive Officer
(Principal Executive Officer)
Date: August 07, 2026
By:
/s/ DENESH BHARWANI
Denesh Bharwani
Executive Vice President and Chief Financial Officer
(Principal Financial Officer)
46
Text extracted from the filing as submitted to EDGAR. Formatting, tables and exhibits are simplified for reading; the original document is authoritative for anything you rely on.