What changed in this filing

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Item 1. Financial Statements

2024-01-31 compared with 2023-08-02 · 174 added, 227 removed, 501 unchanged (44% of the section changed)

1 unchanged sentence

CONDENSED CONSOLIDATED BALANCE SHEETS

(in thousands, except share and per share amounts) June 30,

(in thousands, except share and per share amounts) December 31,

September 30,

10 unchanged sentences

Property and equipment, net 68,998 55,612 68,096

Right-of-use asset, net 243,100 217,506 221,405

Right-of-use assets, net 231,103 229,991 234,388

Goodwill 303,799 297,361 302,372

2 unchanged sentences

Deferred tax asset, net 25,984 12,428 25,702

Other assets 10,793 5,991 6,625

Other assets, net 13,819 8,245 12,011

Total assets $ 1,481,193 $ 1,402,315 $ 1,467,711

1 unchanged sentence

Current liabilities:

Current maturities of long-term debt, net $ 34,307 $ — $ 34,265

Accounts payable, accrued expenses and other current liabilities 69,386 69,930 81,605

12 unchanged sentences

issued and outstanding:

52,214,761 as of June 30, 2023;

53,685,333 as of June 30, 2022;

52,272,594 as of December 31, 2023;

52,877,930 as of December 31, 2022;

and 51,869,569 as of September 30, 2023

7 unchanged sentences

Total liabilities and equity $ 1,481,193 $ 1,402,315 $ 1,467,711

See accompanying notes to unaudited interim condensed consolidated financial statements

See accompanying notes to unaudited condensed consolidated financial statements

CONDENSED CONSOLIDATED STATEMENTS OF OPERATIONS

Three Months Ended

Nine Months Ended

(in thousands, except per share amount) 2023 2022

2 unchanged sentences

Pawn service charges 106,449 92,593

Other revenues, net 82 49 206 407

Other revenues 57 63

Total revenues 299,991 264,327

6 unchanged sentences

Depreciation and amortization 8,565 7,988

(Gain) loss on sale or disposal of assets ( 29 ) — 28 ( 692 )

Other ( 2,632 ) — ( 5,097 ) —

Gain on sale or disposal of assets and other ( 172 ) ( 16 )

Total operating expenses 135,491 124,251

2 unchanged sentences

Interest income ( 2,639 ) ( 664 )

Equity in net (income) loss of unconsolidated affiliates ( 1,523 ) ( 1,758 ) 29,394 ( 1,457 )

Other (income) expense ( 5 ) ( 210 ) ( 159 ) 41

Equity in net income of unconsolidated affiliates ( 1,153 ) ( 1,584 )

Other income ( 271 ) ( 234 )

Income before income taxes 37,705 24,538

5 unchanged sentences

Weighted-average diluted shares outstanding 86,812 83,779

See accompanying notes to unaudited interim condensed consolidated financial statements

See accompanying notes to unaudited condensed consolidated financial statements

CONDENSED CONSOLIDATED STATEMENTS OF COMPREHENSIVE INCOME

Three Months Ended

Nine Months Ended

(in thousands) 2023 2022

1 unchanged sentence

Other comprehensive income:

Foreign currency translation adjustment, net of tax 8,101 ( 3,327 ) 26,753 3,378

Foreign currency translation adjustment, net of income tax benefit for our investment in unconsolidated affiliate of $ 57 and $ 396 for the three months ended December 31, 2023, and 2022, respectively

Comprehensive income $ 33,103 $ 19,282

See accompanying notes to unaudited interim condensed consolidated financial statements

See accompanying notes to unaudited condensed consolidated financial statements

CONDENSED CONSOLIDATED STATEMENTS OF STOCKHOLDERS’ EQUITY

6 unchanged sentences

Stock compensation — — 2,264 — — 2,264

Transfer of equity consideration for acquisition 10 — 99 — — 99

Release of restricted stock, net of shares withheld for taxes 758 8 — — — 8

4 unchanged sentences

Balances as of December 31, 2023 55,243 $ 553 $ 343,870 $ 457,929 $ ( 27,469 ) $ 774,883

Stock compensation — — 1,855 — — 1,855

Release of restricted stock, net of shares withheld for taxes 132 2 — — — 2

Taxes paid related to net share settlement of equity awards ( 1 ) — ( 11 ) — — ( 11 )

Foreign currency translation gain — — — — 16,148 16,148

Purchase and retirement of treasury stock ( 448 ) ( 5 ) ( 1,768 ) ( 2,178 ) — ( 3,951 )

Net loss — — — ( 6,790 ) — ( 6,790 )

Balances as of March 31, 2023 55,531 $ 556 $ 343,088 $ 405,961 $ ( 37,017 ) $ 712,588

Stock compensation — — 3,135 — — 3,135

Foreign currency translation gain — — — — 8,101 8,101

Purchase and retirement of treasury stock ( 346 ) ( 4 ) ( 1,366 ) ( 1,634 ) — ( 3,004 )

Net income — — — 18,222 — 18,222

Balances as of June 30, 2023 55,185 $ 552 $ 344,857 $ 422,549 $ ( 28,916 ) $ 739,042

Common Stock Additional

5 unchanged sentences

Stock compensation — — 1,886 — — 1,886

Transfer of equity consideration for acquisition 10 — 99 — — 99

Release of restricted stock, net of shares withheld for taxes 235 2 — — — 2

Taxes paid related to net share settlement of equity awards — — ( 1,138 ) — — ( 1,138 )

Cumulative effect of adoption of ASU 2020-06 — — ( 64,263 ) 26,857 — ( 37,406 )

Foreign currency translation gain — — — — 2,504 2,504

Purchase and retirement of treasury stock ( 822 ) ( 7 ) ( 3,165 ) ( 3,855 ) — ( 7,027 )

Net income — — — 16,778 — 16,778

Balances as of December 31, 2022 55,848 $ 559 $ 343,012 $ 414,929 $ ( 53,165 ) $ 705,335

Stock compensation — — 460 — — 460

Transfer of consideration for other investment 213 2 1,498 — — 1,500

Release of restricted stock, net of shares withheld for taxes 129 2 — — — 2

Foreign currency translation gain — — — — 3,666 3,666

Net income — — — 14,887 — 14,887

Balances as of March 31, 2022 56,656 $ 567 $ 341,913 $ 384,246 $ ( 51,710 ) $ 675,016

Stock compensation — — 1,850 — — 1,850

Foreign currency translation loss — — — — ( 3,327 ) ( 3,327 )

Net income — — — 12,215 — 12,215

Balances as of June 30, 2022 56,656 $ 567 $ 343,763 $ 396,461 $ ( 55,037 ) $ 685,754

See accompanying notes to unaudited interim condensed consolidated financial statements

See accompanying notes to unaudited condensed consolidated financial statements

CONDENSED CONSOLIDATED STATEMENTS OF CASH FLOWS

Nine Months Ended

Three Months Ended

(in thousands) 2023 2022

9 unchanged sentences

Stock compensation expense 2,264 1,886

Equity in net loss of unconsolidated affiliates 29,394 ( 1,457 )

Equity in net income from investment in unconsolidated affiliates ( 1,153 ) ( 1,584 )

Net loss on extinguishment of debt — 3,545

Changes in operating assets and liabilities, net of acquisitions:

Service charges and fees receivable ( 316 ) ( 2,949 )

Changes in operating assets and liabilities, net of business acquisitions:

Pawn service charges receivable ( 1,000 ) ( 691 )

Inventory 2,066 ( 1,881 )

12 unchanged sentences

Issuance of notes receivable — ( 15,500 )

Investment in unconsolidated affiliates ( 2,133 ) ( 6,079 )

Investment in unconsolidated affiliate — ( 2,133 )

Investment in other investments ( 15,000 ) ( 15,000 )

Dividends from unconsolidated affiliates 1,745 —

Net cash used in investing activities ( 16,864 ) ( 44,618 )

5 unchanged sentences

Payments on debt — ( 178,488 )

Repurchase of common stock ( 13,982 ) —

Net cash provided by (used in) financing activities 26,972 ( 792 )

Purchase and retirement of treasury stock ( 3,007 ) ( 7,027 )

Payments of finance leases ( 132 ) —

Net cash (used in) provided by financing activities ( 6,392 ) 33,993

Effect of exchange rate changes on cash and cash equivalents and restricted cash ( 207 ) 605

Net increase (decrease) in cash, cash equivalents and restricted cash 32,154 ( 32,668 )

Cash, cash equivalents and restricted cash at beginning of period 214,369 263,624

Cash, cash equivalents and restricted cash at end of period $ 246,523 $ 230,956

See accompanying notes to unaudited interim condensed consolidated financial statements

Notes to Interim Condensed Consolidated Financial Statements

Net (decrease) increase in cash, cash equivalents and restricted cash ( 1,982 ) 1,648

Cash and cash equivalents and restricted cash at beginning of period 228,968 214,369

Cash and cash equivalents and restricted cash at end of period $ 226,986 $ 216,017

See accompanying notes to unaudited condensed consolidated financial statements

Notes to Condensed Consolidated Financial Statements

ORGANIZATION AND SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES

11 unchanged sentences

In the opinion of management, the accompanying Condensed Consolidated Financial Statements include all adjustments, consisting of normal recurring adjustments, considered necessary for a fair presentation.

Financial results for the three and nine-month periods ended June 30, 2023, are not necessarily indicative of results that may be expected for the fiscal year ending September 30, 2023 or any other period due, in part, to seasonal variations.

Financial results for the three-month period ended December 31, 2023, are not necessarily indicative of results that may be expected for the fiscal year ending September 30, 2024 or any other period due, in part, to seasonal variations.

There have been no changes that have had a material impact in significant accounting policies as described in our 2023 Annual Report .

11 unchanged sentences

Actual results may differ materially from these estimates under different assumptions or conditions.

Merchandise Sales Revenue Recognition

Customer layaway deposits are recorded as liabilities when a customer provides a deposit for merchandise.

Customer layaway deposits are generally refundable upon cancellation.

Our customer layaway deposits balance as of December 31, 2023, 2022 and September 30, 2023 was $ 18.3 million, $ 16.3 million and $ 18.9 million, respectively, and are generally recognized as revenue within a one-year period.

We account for our investment in Rich Data Corporation (“RDC”) in accordance with Accounting Standards Codification (“ASC”) 321, Investments — Equity Securities, and we have elected to use the measurement alternative to measure this investment at cost, less any impairment, plus or minus changes resulting from observable price changes in orderly transactions for identical or similar investments of the same issuer, if any.

As of December 31, 2023 and September 30, 2023, the carrying value of our investment in RDC was $ 6.2 million.

Refer to Note 5:

Strategic Investments for details on our investment in Founders One, LLC (“Founders”).

Recently Issued Accounting Pronouncements

We reviewed all recently issued accounting pronouncements and concluded that they were either not applicable or not expected to have a material impact on our Condensed Consolidated Financial Statements.

In October 2023, the Financial Accounting Standards Board (“FASB”) issued Accounting Standards Update (“ASU”) 2023-06, Disclosure Improvements - Codification Amendments in Response to the SEC’s Disclosure Update and Simplification Initiative (“ASU 2023-06”).

ASU 2023-06 will impact various disclosure areas, including the statement of cash flows, accounting changes and error corrections, earnings per share, debt, equity, derivatives, and transfers of financial assets.

The amendments in this ASU 2023-06 will be effective on the date the related disclosures are removed from Regulation S-X or Regulation S-K by the SEC, and will no longer be effective if the SEC has not removed the applicable disclosure requirement by June 30, 2027.

Early adoption is prohibited.

We are currently evaluating the impact of this standard on our consolidated financial statements and related disclosures.

In November 2023, the FASB issued ASU 2023-07, Segment Reporting (Topic 280):

Improvements to Reportable Segment Disclosures (“ASU 2023-07”).

ASU 2023-07 requires disclosure of significant segment expenses regularly provided to the chief operating decision maker (“CODM”) included within segment operating profit or loss.

Additionally, the ASU requires a description of how the CODM utilizes segment operating profit or loss to assess segment performance.

The requirements of this ASU 2023-07 are effective for the Company for fiscal years beginning after December 15, 2023, and interim periods within fiscal years beginning after December 15, 2024.

Early adoption is permitted, and retrospective application is required for all periods presented.

We are currently evaluating the impact of this standard on our consolidated financial statements and related disclosures.

In December 2023, the FASB issued ASU 2023-09, Income Taxes (Topic 740):

Improvements to Income Tax Disclosures (“ASU 2023-09”).

ASU 2023-09 requires disclosure of specific categories and disaggregation of information in the rate reconciliation table.

The ASU also requires disclosure of disaggregated information related to income taxes paid, income or loss from continuing operations before income tax expense or benefit, and income tax expense or benefit from continuing operations.

The requirements of this ASU 2023-09 are effective for the Company for fiscal years beginning after December 15, 2024.

Early adoption is permitted, and the amendments should be applied on a prospective basis.

Retrospective application is permitted.

We are currently evaluating the impact of this standard on our consolidated financial statements and related disclosures.

The following table summarizes the changes in the carrying amount of goodwill by segment and in total:

Nine Months Ended June 30, 2023

Three Months Ended December 31, 2023

(in thousands) U.S.

2 unchanged sentences

$ 255,942 $ 46,430 $ 302,372

Acquisitions 9,468 — 9,468

Acquisitions (a)

Effect of foreign currency translation changes — 1,011 1,011

Balances as of June 30, 2023 $ 254,971 $ 47,149 $ 302,120

Nine Months Ended June 30, 2022

Balances as of December 31, 2023 $ 256,358 $ 47,441 $ 303,799

(a) Amount represents goodwill recognized in connection with an immaterial acquisition within the U.S.

Pawn segment and we have therefore omitted certain disclosures.

Three Months Ended December 31, 2022

(in thousands) U.S.

2 unchanged sentences

$ 245,503 $ 41,325 $ 286,828

Acquisitions 1,032 — 1,032

Measurement period adjustments — ( 678 ) ( 678 )

Acquisitions (b)

9,413 — 9,413

Effect of foreign currency translation changes — 1,120 1,120

Balances as of June 30, 2022

Balances as of December 31, 2022

$ 254,916 $ 42,445 $ 297,361

During the first quarter of fiscal 2023, we acquired nine pawn stores located in Houston, Texas and one luxury pawn store in Las Vegas, Nevada for total cash consideration of $ 13.0 million , inclusive of all ancillary arrangements, of which $ 9.5 million was recorded as goodwill.

These acquisitions expand our position in these strategic markets, a nd the luxury pawn transaction expands our offerings by providing a dedicated and targeted focus on higher-end products.

These acquisitions were immaterial, individually and in the aggregate, and we have therefore omitted or aggregated certain disclosures.

(b) Amount represents goodwill recognized in connection with acquisitions within the U.S.

Pawn segment that were immaterial, individually and in the aggregate, and we have therefore omitted certain disclosures.

EARNINGS PER SHARE

1 unchanged sentence

Three Months Ended

Nine Months Ended

(in thousands, except per share amounts) 2023 2022

13 unchanged sentences

Potential common shares excluded from the calculation of diluted earnings per common share above:

Convertible Notes*** — — 6,323 —

Restricted stock**** 1,581 1,552

Total 1,705 1,825 8,051 2,066

* The nine months ended June 30, 2023 includes $ 5.4 million gain on the partial extinguishment of debt, associated with the 2025 Convertible Notes, which was recorded to “Interest expense” in the Company’s condensed consolidated statement of operations.

* The three months ended December 31,2022 includes $ 3.5 million loss on extinguishment of debt recorded to “Interest expense” in the Company’s condensed consolidated statement of operations.

Debt for additional information.

1 unchanged sentence

*** See Note 7:

Debt for conversion rate of the 2024 Convertible Notes, 2025 Convertible Notes, and 2029 Convertible Notes.

Debt for conversion price and initial conversion rate of the 2024 Convertible Notes, 2025 Convertible Notes, and 2029 Convertible Notes.

**** Includes antidilutive share-based awards as well as performance-based share-based awards that are contingently issuable, but for which the condition for issuance has not been met as of the end of the reporting period.

We determine if a contract contains a lease at inception.

Our lease portfolio consists primarily of operating leases for pawn store locations and corporate offices with lease terms ranging from three to ten years and finance leases for vehicles with lease terms of five years .

The table below presents balances of our lease assets and liabilities and their balance sheet locations for both operating and financing leases:

(in thousands) Balance Sheet Location June 30, 2023 June 30, 2022 September 30, 2022

(in thousands) Balance Sheet Location December 31, 2023 December 31, 2022 September 30, 2023

Lease assets:

12 unchanged sentences

Three Months Ended

Nine Months Ended

(in thousands) 2023 2022

8 unchanged sentences

Total lease cost $ 23,497 $ 21,377

* Includes a reduction for sublease rental income of $ 1.0 million and $ 0.9 million for the three months ended June 30, 2023 and 2022, respectively, and $ 2.8 million and $ 2.6 million for the nine months ended June 30, 2023 and 2022, respectively.

* Includes a reduction for sublease rental income of $ 1.1 million and $ 0.8 million for the three months ended December 31, 2023 and 2022, respectively.

Lease expense is recognized on a straight-line basis over the lease term with variable lease expense recognized in the period in which the costs are incurred.

The components of lease expense are included in “Store” and “General and Administrative” expense, based on the underlying lease use.

Cash paid for operating leases was $ 19.5 million and $ 18.4 million for the three months ended June 30, 2023 and 2022, respectively, and $ 56.9 million and $ 54.0 million for the nine months ended June 30, 2023 and 2022, respectively.

Cash paid for operating leases was $ 20.3 million and $ 21.4 million for the three months ended December 31, 2023 and 2022, respectively.

Cash paid for principal and interest on finance leases was $ 0.1 million and $ 0.1 million, respectively, for the three months ended December 31, 2023 .

There was no cash paid for principal and interest on finance leases during the three months ended December 31, 2022.

The weighted-average term and discount rates for leases are as follows:

Nine Months Ended

Three Months Ended

Weighted-average remaining lease term (years):

Operating leases 4.86 5.21

Financing leases 3.88 N/A

Financing leases 3.42 4.03

Weighted-average discount rate:

Operating leases 8.53 % 8.36 %

Financing leases 11.14 % N/A

As of June 30, 2023, maturities of lease liabilities under ASC 842 by fiscal year were as follows:

Financing leases 11.14 % 11.14 %

As of December 31, 2023, maturities of lease liabilities under ASC 842 by fiscal year were as follows:

(in thousands) Operating Leases Financing Leases

6 unchanged sentences

Total long term net lease liabilities $ 188,475 $ 1,644

We recorded $ 55.2 million and $ 55.3 million in non-cash additions to our operating right-of-use assets and lease liabilities for the nine months ended June 30, 2023 and June 30, 2022, respectively.

We recorded $ 2.1 million in non-cash additions to our finance right-of-use assets and leases liabilities for the nine months ended June 30, 2023.

We recorded $ 9.3 million and $ 20.5 million in non-cash additions to our operating right-of-use assets and lease liabilities for the three months ended December 31, 2023 and 2022, respectively.

We recorded $ 0.1 million and $ 0.4 million in non-cash finance lease additions for the three months ended December 31, 2023 and 2022, respectively.

STRATEGIC INVESTMENTS

Cash Converters International Limited

The following table presents the Company’s ownership in Cash Converters International Limited (“Cash Converters”) for the periods presented:

Date of purchase Purchase amount

(in thousands)

Shares purchased Shares owned Ownership percentage

October 1, 2021 $ 2,500 13,000,000 236,702,991 37.7 %

March 10, 2022 $ 1,000 5,500,000 242,239,157 38.6 %

April 5, 2022 $ 2,500 13,000,000 255,239,157 40.7 %

September 15, 2022 $ 900 5,700,000 260,939,157 41.6 %

November 2, 2022 $ 2,100 13,000,000 273,939,157 43.7 %

In October 2021, April 2022, November 2022 and April 2023, we received cash dividends of $ 1.7 million, $ 1.7 million, $ 1.8 million and $ 1.8 million, respectively, from Cash Converters.

The following tables present summary financial information for Cash Converters most recently reported results at December 31, 2022 after translation to U.S.

As of December 31, 2023, we owned 273,939,157 shares, or approximately 43.7 %, of Cash Converters.

We acquired our original investment (representing approximately 30 % of the outstanding shares) in November 2009 and have increased our ownership through the acquisition of additional shares periodically since that time.

We received cash dividends from Cash Converters of $ 1.7 million and $ 1.8 million, during the three months ended December 31, 2023 and 2022, respectively.

The following tables present summary financial information for Cash Converters most recently reported results at June 30, 2023 after translation to U.S.

(in thousands) 2023 2022

6 unchanged sentences

Total liabilities and shareholders’ equity $ 293,158 $ 329,785

Half-Year Ended December 31,

Full-Year Ended June 30,

(in thousands) 2023 2022

1 unchanged sentence

Gross profit $ 125,709 $ 116,106

Net profit ( 73,197 ) 1

During the three and nine months ended June 30, 2023, we recorded our share of income of $ 1.5 million and a $ 29.4 million loss on our share of losses from Cash Converters, respectively, included in “Equity in net (income) loss of unconsolidated affiliates” in the condensed consolidated statements of operations.

For the nine months ended June 30, 2023, the $ 29.4 million loss includes $ 32.4 million of our share of their non-cash goodwill impairment charge.

Net (loss) profit $ ( 65,351 ) $ 8,099

During the three months ended December 31, 2023 and 2022, we recorded our share of income of $ 1.2 million and $ 1.6 million, respectively, from Cash Converters, included in “Equity in net income of unconsolidated affiliates” in the condensed consolidated statements of operations.

Fair Value Measurements for the fair value and carrying value of our investment in Cash Converters.

1 unchanged sentence

In October 2021, we invested $ 15.0 million in exchange for a non-redeemable voting participating preferred equity interest in Founders One, LLC (“Founders”), a then newly-formed entity with one other member.

Founders used that $ 15.0 million to acquire an equity interest in Simple Management Group, Inc.

On December 2, 2022, we contributed an additional $ 15.0 million to Founders associated with our preferred interest, which proceeds were used by Founders to acquire additional common stock in SMG.

On December 2, 2022, we contributed an additional $ 15.0 million to Founders associated with our preferred interest.

In addition, we loaned $ 15.0 million to Founders in exchange for a Demand Promissory Note secured by the common interest in Founders held by the other member.

In October 2023, we contributed an additional $ 15.0 million to Founders associated with our preferred interest, bringing our total equity investment in Founders to $ 45.0 million.

We have an interest in Founders, a variable interest entity, but because the Company is not the primary beneficiary, we do not consolidate Founders.

Further, as we are not the appointed manager, we do not have the ability to direct the activities of the investment entity that most significantly impact its economic performance.

Consequently, our equity investment in Founders is accounted for utilizing the measurement alternative within Accounting Standards Codification (“ASC”) 321, Investments — Equity Securities.

Our $ 30.0 million carrying value of the investment and $ 15.0 million Demand Promissory Note are included in “Other investments” and “Prepaid expenses and other current assets” in our consolidated balance sheets, respectively.

Our maximum exposure for losses related to our investment in Founders is our $ 30.0 million equity investment and $ 15.0 million Demand Promissory Note plus accrued and unpaid interest.

Fair Value Measurements for the fair values and carrying values of our investment in and loan to Founders, respectively.

Consequently, our equity investment in Founders is accounted for utilizing the measurement alternative within ASC 321, Investments — Equity Securities.

As of December 31, 2023, our $ 45.0 million carrying value of the investment and $ 15.0 million Demand Promissory Note are included in “Other investments” and “Prepaid expenses and other current assets” in our condensed consolidated balance sheets, respectively.

As of December 31, 2023, our maximum exposure for losses related to our investment in Founders was our $ 45.0 million equity investment and $ 15.0 million Demand Promissory Note plus accrued and unpaid interest.

Fair Value Measurements for the fair value and carrying value of our loan to Founders .

FAIR VALUE MEASUREMENTS

11 unchanged sentences

Carrying Value Estimated Fair Value

June 30, 2023 June 30, 2023 Fair Value Measurement Using

December 31, 2023 December 31, 2023 Fair Value Measurement Using

(in thousands) Level 1 Level 2 Level 3

1 unchanged sentence

Promissory note receivable due April 2024 $ 1,259 $ 1,259 $ — $ — $ 1,259

$ 1,242 $ 1,242 $ — $ — $ 1,242

Promissory note receivable from Founders 17,073 17,073 — — 17,073

16,050 16,050 — — 16,050

Investments in unconsolidated affiliates 10,125 39,528 39,528 — —

Other investments 39,220 39,220 — — 39,220

Financial liabilities:

3 unchanged sentences

Carrying Value Estimated Fair Value

June 30, 2022 June 30, 2022 Fair Value Measurement Using

December 31, 2022 December 31, 2022 Fair Value Measurement Using

(in thousands) Level 1 Level 2 Level 3

1 unchanged sentence

Promissory note receivable due April 2024 $ 1,224 $ 1,224 $ — $ — $ 1,224

$ 1,207 $ 1,207 $ — $ — $ 1,207

Promissory note receivable from Founders 15,100 15,100 — — 15,100

Investments in unconsolidated affiliates 37,789 43,497 43,497 — —

Other investments 18,000 18,000 — 18,000

Financial liabilities:

1 unchanged sentence

2025 Convertible Notes 102,192 89,883 — 89,883 —

2029 Convertible Notes 222,649 225,975 — 225,975 —

Carrying Value Estimated Fair Value

5 unchanged sentences

Promissory note receivable due April 2024 $ 1,251 $ 1,251 $ — $ — $ 1,251

$ 1,215 $ 1,215 $ — $ — $ 1,215

Promissory note receivable from Founders 16,500 16,500 — — 16,500

Investments in unconsolidated affiliates 10,987 35,998 35,998 — —

Other investments 24,220 24,220 — — 24,220

Financial liabilities:

1 unchanged sentence

2025 Convertible Notes 102,563 96,137 — 96,137 —

Due to the short-term nature of cash and cash equivalents, pawn loans and pawn service charges receivable, we estimate that the carrying value approximates fair value.

We consider our cash and cash equivalents, including money market accounts, to be measured using Level 1 inputs and our pawn loans, pawn service charges receivable and other debt to be measured using Level 3 inputs.

2029 Convertible Notes 223,284 224,112 — 224,112 —

Based primarily on the short-term nature of cash and cash equivalents, pawn loans, pawn service charges receivable and other liabilities, we estimate that their carrying value approximates fair value.

We consider our cash and cash equivalents, including money market accounts, to be measured using Level 1 inputs and our pawn loans, pawn service charges receivable and other liabilities to be measured using Level 3 inputs.

Significant increases or decreases in the underlying assumptions used to value pawn loans, pawn service charges receivable, fees and interest receivable and other debt could significantly increase or decrease these fair value estimates.

The Company remeasures its acquisition-related contingent obligation associated with the acquisition in June 2021 of PLO del Bajio S.

de C.V., which owned stores operating under the name “Cash Apoyo Efectivo,” at the end of each reporting period.

This remeasurement resulted in a $ 2.6 million and $ 5.1 million reduction of the obligation with an offset recorded to “Other” as an operating item in our condensed consolidated statements of operations during the three and nine months ended June 30, 2023, respectively.

There is no remaining obligation in our Consolidated Balance Sheet as of June 30, 2023.

The key assumptions used to determine the fair value of acquisition-related contingent consideration are estimated by management, not observable in the market and, therefore, considered Level 3 inputs within the fair value hierarchy.

In March 2019, we received $ 1.1 million in previously escrowed seller funds as a result of settling certain indemnification claims with the seller of GPMX.

3 unchanged sentences

All principal and accrued interest is due and payable in April 2024.

The fair value of the note approximated its carrying value as of June 30, 2023.

Based primarily on the short-term nature of the note, we estimate that its carrying value approximates fair value as of December 31, 2023.

As of December 31, 2023, our $ 1.3 million carrying value of the promissory note is recorded within “Prepaid expenses and other current assets” in our condensed consolidated balance sheets.

In December 2022, we loaned $ 15.0 million to Founders in exchange for a Demand Promissory Note secured by the common interest in Founders held by the other member.

The note bears interest at the rate of 12.00 % per annum, and all principal and accrued interest is due on demand.

The fair value of the note approximated its carrying value as of June 30, 2023.

As of December 31, 2023, the interest rate on the note was 15.00 % per annum, and all principal and accrued interest is due on demand.

Based primarily on the short-term nature of the note, we estimate that its carrying value approximates fair value as of December 31, 2023.

We use the equity method of accounting to account for our ownership interest in Cash Converters.

2 unchanged sentences

We included no control premium for owning a large percentage of outstanding shares.

The $ 39.2 million in “Other investments” as of June 30, 2023, includes $ 30.0 million related to our investment in Founders and $ 6.2 million related to our investment in Rich Data Corporation ( “ RDC ” ) .

We believe the investment’s fair value approximated its carrying value although such fair value is highly variable and includes significant unobservable inputs.

The $ 18.0 million “Other investments” as of June 30, 2022, includes $ 15.0 million related to our investment in Founders.

We determined the fair value of the 2024, 2025 and 2029 Convertible Notes using quoted price inputs.

We measured the fair value of the 2024, 2025 and 2029 Convertible Notes using quoted price inputs.

The notes are not actively traded, and thus the price inputs represent a Level 2 measurement.

1 unchanged sentence

The following table presents the Company's debt instruments outstanding:

June 30, 2023 June 30, 2022 September 30, 2022

December 31, 2023 December 31, 2022 September 30, 2023

(in thousands) Gross Amount Debt Issuance Costs Carrying Amount Gross Amount Debt Issuance Costs Carrying Amount Gross Amount Debt Issuance Costs Carrying Amount

2 unchanged sentences

2024 Convertible Notes 34,389 ( 82 ) 34,307 34,389 ( 246 ) 34,143 34,389 ( 124 ) 34,265

Total $ 367,762 $ ( 7,232 ) $ 360,530 $ 367,762 $ ( 8,778 ) $ 358,984 $ 367,762 $ ( 7,650 ) $ 360,112

Less current portion 34,389 ( 82 ) 34,307 — — — 34,389 ( 124 ) 34,265

Total long-term debt $ 333,373 $ ( 7,150 ) $ 326,223 $ 367,762 $ ( 8,778 ) $ 358,984 $ 333,373 $ ( 7,526 ) $ 325,847

The following table presents the Company’s contractual maturities related to the debt instruments as of June 30, 2023:

The following table presents the Company’s contractual maturities related to the debt instruments as of December 31, 2023:

Schedule of Contractual Maturities

2 unchanged sentences

— 103,373 — 103,373

Thereafter 230,000 — — 230,000

Total long-term debt $ 230,000 $ 103,373 $ 34,389 $ 367,762

The following table presents the Company’s interest expense related to the Convertible Notes for the three and nine months ended June 30, 2023 and 2022:

The following table presents the Company’s interest expense related to the Convertible Notes for the three months ended December 31, 2023 and 2022:

Three Months Ended

Nine Months Ended

(in thousands) 2023 2022

14 unchanged sentences

3.750 % Convertible Senior Notes Due 2029

In December 2022, we issued $ 230.0 million aggregate principal amount of 3.750 % Convertible Senior Notes Due 2029 (the “2029 Convertible Notes”), for which $ 230.0 million remains outstanding as of June 30, 2023.

The 2029 Convertible Notes were issued pursuant to an indenture dated December 12, 2022 (the “2022 Indenture”) by and between the Company and Truist Bank, as trustee.

2 unchanged sentences

At maturity, the holders of the 2029 Convertible Notes will be entitled to receive cash equal to the principal of the 2029 Convertible Notes plus accrued interest.

The effective interest rate for the three and nine months ended June 30, 2023 was approximately 4.28 %.

As of June 30, 2023, the remaining unamortized debt issuance costs will be amortized using the effective interest method through the 2029 Maturity Date assuming no early conversion.

The effective interest rate for the three months ended December 31, 2023 was approximately 4.28 %.

As of December 31, 2023, the remaining unamortized debt issuance costs will be amortized using the effective interest method through the 2029 Maturity Date assuming no early conversion.

The 2029 Convertible Notes are convertible based on an initial conversion rate of 89.0313 shares of Class A Common Stock per $1,000 principal amount (equivalent to an initial conversion price of $ 11.23 per share).

11 unchanged sentences

The redemption price will be equal to 100 % of the principal amount of the 2029 Convertible Notes to be redeemed, plus accrued and unpaid interest to, but excluding, the redemption date.

The stock trading price condition and other triggers are measured on a quarter-by-quarter basis and were not met as of June 30, 2023.

As of June 30, 2023, the if-converted value of the 2029 Convertible Notes did not exceed the principal amount.

The stock trading price condition and other triggers are measured on a quarter-by-quarter basis and were not met as of December 31, 2023.

As of December 31, 2023, the if-converted value of the 2029 Convertible Notes did not exceed the principal amount.

Note Repurchases

In December 2022, the Company repurchased approximately $ 109.4 million aggregate principal amount of 2.875 % Convertible Senior Notes Due 2024 for approximately $ 117.5 million plus accrued interest and approximately $ 69.1 million aggregate principal amount of 2.375 % Convertible Senior Notes Due 2025 for approximately $ 62.9 million plus accrued interest and recognized a $ 3.5 million loss on extinguishment of debt recorded to “Interest expense” in the Company’s condensed consolidated statement of operations.

2.375 % 2025 Convertible Senior Notes Due 2025

In May 2018, we issued $ 172.5 million aggregate principal amount of 2.375 % Convertible Senior Notes Due 2025 (the “2025 Convertible Notes”), for which $ 103.4 million remains outstanding as of June 30, 2023.

The 2025 Convertible Notes were issued pursuant to an indenture dated May 14, 2018 (the “2018 Indenture”) by and between the Company and Wells Fargo Bank, National Association, as the original trustee.

2 unchanged sentences

The 2025 Convertible Notes pay interest semi-annually in arrears at a rate of 2.375 % per annum on May 1 and November 1 of each year, commencing November 1, 2018, and mature on May 1, 2025 (the “2025 Maturity Date”), unless converted, redeemed or repurchased in accordance with the terms prior to such date.

The effective interest rate for the three and nine months ended June 30, 2023 was approximately 2.88 % for the 2025 Convertible Notes.

As of June 30, 2023, the remaining unamortized debt issuance costs will be amortized using the effective interest method through the 2025 Maturity Date assuming no early conversion.

The effective interest rate for the three months ended December 31, 2023 was approximately 2.88 % for the 2025 Convertible Notes.

As of December 31, 2023, the remaining unamortized debt issuance costs will be amortized using the effective interest method through the 2025 Maturity Date assuming no early conversion.

The 2025 Convertible Notes are convertible based on an initial conversion rate of 62.8931 shares of Class A Common Stock per $1,000 principal amount (equivalent to an initial conversion price of $ 15.90 per share).

8 unchanged sentences

On or after November 1, 2024 until the close of business on the business day immediately preceding the 2025 Maturity Date, holders of 2025 Convertible Notes may, at their option, convert their 2025 Convertible Notes at any time, regardless of the foregoing circumstances.

We may not redeem the 2025 Convertible Notes prior to May 1, 2022.

At our option, we may redeem for cash all or any portion of the 2025 Convertible Notes on or after May 1, 2022, if the last reported sale price of the Class A Common Stock has been at least 130 % of the conversion price then in effect for at least 20 trading days (whether or not consecutive), including the trading day immediately preceding the date on which we provide notice of redemption, during any 30 consecutive trading day period ending on, and including, the trading day immediately preceding the date on which we provide notice of redemption.

The redemption price will be equal to 100 % of the principal amount of the 2025 Convertible Notes to be redeemed, plus accrued and unpaid interest to, but excluding, the redemption date.

The stock trading price condition and other triggers are measured on a quarter-by-quarter basis and were not met as of June 30, 2023.

As of June 30, 2023, the if-converted value of the 2025 Convertible Notes did not exceed the principal amount.

The stock trading price condition and other triggers are measured on a quarter-by-quarter basis and were not met as of December 31, 2023.

As of December 31, 2023, the if-converted value of the 2025 Convertible Notes did not exceed the principal amount.

2.875 % Convertible Senior Notes Due 2024

In July 2017, we issued $ 143.75 million aggregate principal amount of 2.875 % Convertible Senior Notes Due 2024 (the “2024 Convertible Notes”), for which $ 34.4 million remains outstanding as of June 30, 2023.

The 2024 Convertible Notes were issued pursuant to an indenture dated July 5, 2017 (the “2017 Indenture”) by and between the Company and Wells Fargo Bank, National Association, as the original trustee.

3 unchanged sentences

At maturity, the holders of the 2024 Convertible Notes will be entitled to receive cash equal to the principal of the 2024 Convertible Notes plus accrued interest.

The effective interest rate for the three and nine months ended June 30, 2023 was approximately 3.35 %.

As of June 30, 2023, the remaining unamortized debt issuance costs will be amortized using the effective interest method through the 2024 Maturity Date assuming no early conversion.

The effective interest rate for the three months ended December 31, 2023 was approximately 3.35 %.

As of December 31, 2023, the remaining unamortized debt issuance costs will be amortized using the effective interest method through the 2024 Maturity Date assuming no early conversion.

The 2024 Convertible Notes are convertible based on an initial conversion rate of 100 shares of Class A Common Stock per $1,000 principal amount (equivalent to an initial conversion price of $ 10.00 per share).

2 unchanged sentences

Upon conversion, we may settle in cash, shares of Class A Common Stock or any combination thereof, at our election.

Prior to January 1, 2024, the 2024 Convertible Notes will be convertible only under the following circumstances:

(1) during any fiscal quarter commencing after the fiscal quarter ending on September 30, 2017 (and only during such fiscal quarter), if the last reported sale price of our Class A Common Stock for at least 20 trading days (whether or not consecutive) during a period of 30 consecutive trading days ending on the last trading day of the immediately preceding fiscal quarter is greater than or equal to 130 % of the conversion price on each applicable trading day;

Prior to January 1, 2024, the 2024 Convertible Notes would have been convertible only under the following circumstances:

(1) during any fiscal quarter commencing after the fiscal quarter ending on September 30, 2017 (and only during such fiscal quarter), if the last reported sale price of our Class A Common Stock for at least 20 trading days (whether or not consecutive) during a period of 30 consecutive trading days ending on the last trading day of the immediately preceding fiscal quarter was greater than or equal to 130 % of the conversion price on each applicable trading day;

(2) during the five business day period after any five consecutive trading day period (the “measurement period”) in which the trading price, as defined in the 2017 Indenture, per $1,000 principal amount of notes for each trading day of the measurement period was less than 98 % of the product of the last reported sale price of our Class A Common Stock and the conversion rate on such trading day;

(3) if we call any or all of the 2024 Convertible Notes for redemption, at any time prior to the close of business on the business day immediately preceding the redemption date;

(3) if we had called any or all of the 2024 Convertible Notes for redemption, at any time prior to the close of business on the business day immediately preceding the redemption date;

or (4) upon the occurrence of specified corporate events, as defined in the 2017 Indenture.

On or after January 1, 2024 until the close of business on the business day immediately preceding the 2024 Maturity Date, holders of 2024 Convertible Notes may, at their option, convert their 2024 Convertible Notes at any time, regardless of the foregoing circumstances.

From January 1, 2024 until the close of business on the business day immediately preceding the 2024 Maturity Date, holders of 2024 Convertible Notes may, at their option, convert their 2024 Convertible Notes at any time, regardless of the foregoing circumstances.

At our option, we may redeem for cash all or any portion of the 2024 Convertible Notes on or after July 6, 2021, if the last reported sale price of the Class A Common Stock has been at least 130 % of the conversion price then in effect for at least 20 trading days (whether or not consecutive), including the trading day immediately preceding the date on which we provide notice of redemption, during any 30 consecutive trading day period ending on, and including, the trading day immediately preceding the date on which we provide notice of redemption.

The redemption price will be equal to 100 % of the principal amount of the 2024 Convertible Notes to be redeemed, plus accrued and unpaid interest to, but excluding, the redemption date.

The stock trading price condition and other triggers are measured on a quarter-by-quarter basis and were not met as of June 30, 2023.

As of June 30, 2023, the if-converted value of the 2024 Convertible Notes did not exceed the principal amount.

The stock trading price condition and other triggers are measured on a quarter-by-quarter basis and were not met as of December 31, 2023.

As of December 31, 2023, the if-converted value of the 2024 Convertible Notes did not exceed the principal amount.

COMMON STOCK AND STOCK COMPENSATION

4 unchanged sentences

The Board of Directors has reserved the right to modify, suspend or terminate the program at any time.

As of June 30, 2023, the Company has repurchased and retired 1,275,646 shares of our Class A Common Stock for $ 11.0 million under the Common Stock Repurchase Program, of which $ 3.0 million was repurchased during the quarter ended June 30, 2023.

As of December 31, 2023, we had repurchased and retired 1,981,927 shares of our Class A Common Stock for $ 17.0 million under the Common Stock Repurchase Program, of which 354,882 shares were repurchased and retired for $ 3.0 million during the quarter ended December 31, 2023.

During the quarter ended December 31, 2022, 243,062 shares were repurchased and retired for $ 2.0 million under the Common Stock Repurchase Program.

The repurchase amount is allocated between “Additional paid-in capital” and “Retained earnings” in our condensed consolidated balance sheets.

12 unchanged sentences

Outstanding as of September 30, 2023

Granted 1,008,180 7.82

2,555,899 $ 6.80

1,349,752 7.39

( 1,135,138 ) 4.96

Cancelled ( 32,566 ) 6.96

Outstanding as of June 30, 2023

Outstanding as of December 31, 2023

2,737,947 $ 7.85

(a) 114,311 shares were withheld to satisfy related income tax withholding.

(a) Includes performance adjustment of 353,993 shares awarded above their target grants resulting from the achievement of performance targets established at the grant date.

(b) 377,231 shares were withheld to satisfy related income tax withholding.

CONTINGENCIES

Currently, and from time to time, we are involved in various claims, disputes, lawsuits, investigations, and legal and regulatory proceedings, including the matter described below.

Currently, and from time to time, we are involved in various claims, disputes, lawsuits, investigations, and legal and regulatory proceedings.

We accrue for contingencies if it is probable that a liability has been incurred and the amount of the loss can be reasonably estimated.

1 unchanged sentence

We do not believe the resolution of any particular matter will have a material adverse effect on our financial condition, results of operations or liquidity.

On October 14, 2021, Andrew Kowlessar filed an action in the Circuit Court of the 17th Judicial Circuit in and for Broward County, Florida styled Andrew Kowlessar, individually and on behalf of all others similarly situated vs.

d/b/a Value Pawn & Jewelry .

The matter subsequently was amended and removed to the United States District Court of the Southern District of Florida as Andrew Kowlessar, individually and on behalf of all others similarly situated vs.

EZPAWN Florida, Inc.

d/b/a Value Pawn & Jewelry .

In May 2022, the federal court action was dismissed and the case was refiled in the Circuit Court of the Eleventh Judicial Circuit in and for Miami-Dade County, Florida.

The complaint, brought under Section 501.059, Florida Statutes, the Florida Telephone Solicitation Act (“Act”), alleges certain text messages were sent in violation of the Act.

On June 16, 2022, the parties agreed to a settlement of all asserted claims and entered into a Settlement Agreement and Release, which was approved by the court on October 24, 2022.

The Company recorded a $ 2.0 million charge during the quarter ended June 30, 2022, the final payment of which was made on April 21, 2023 to the third party claims administrator for disbursement in final satisfaction of claims and related costs.

SEGMENT INFORMATION

4 unchanged sentences

• Latin America Pawn — all pawn activities in Mexico and other parts of Latin America;

• Other Investments — primarily our equity interest in the net income (loss) of Cash Converters along with our investment in Founders and RDC.

• Other Investments — primarily our equity interest in the net income of Cash Converters along with our investment in RDC and our investment in and notes receivable from Founders.

There are no inter-segment revenues presented below, and the amounts below were determined in accordance with the same accounting principles used in our condensed consolidated financial statements.

The following tables present revenue for each reportable segment, disaggregated revenue within our three reportable segments and Corporate, segment profits and segment contribution.

Three Months Ended June 30, 2023

(in thousands) U.S.

Pawn Latin America Pawn Other Investments Total Segments Corporate Items Consolidated

Merchandise sales $ 102,177 $ 45,803 $ — $ 147,980 $ — $ 147,980

Jewelry scrapping sales 13,098 833 — 13,931 — 13,931

Pawn service charges 68,790 25,029 — 93,819 — 93,819

Other revenues 27 40 15 82 — 82

Total revenues 184,092 71,705 15 255,812 — 255,812

Merchandise cost of goods sold 62,799 32,270 — 95,069 — 95,069

Jewelry scrapping cost of goods sold 11,101 857 — 11,958 — 11,958

Gross profit 110,192 38,578 15 148,785 — 148,785

Segment and corporate expenses (income):

Store expenses 75,389 29,543 — 104,932 — 104,932

General and administrative — — — — 17,876 17,876

Depreciation and amortization 2,505 2,303 — 4,808 3,218 8,026

Gain on sale or disposal of assets — ( 29 ) — ( 29 ) — ( 29 )

Other — ( 2,632 ) — ( 2,632 ) — ( 2,632 )

Interest expense — — — — 3,414 3,414

Interest income ( 1 ) ( 256 ) — ( 257 ) ( 2,327 ) ( 2,584 )

Equity in net income of unconsolidated affiliates — — ( 1,523 ) ( 1,523 ) — ( 1,523 )

Other (income) expense — ( 65 ) 10 ( 55 ) 50 ( 5 )

Segment contribution $ 32,299 $ 9,714 $ 1,528 $ 43,541

Income (loss) before income taxes $ 43,541 $ ( 22,231 ) $ 21,310

Three Months Ended June 30, 2022

The following income (loss) before income taxes tables present revenue for each reportable segment, disaggregated revenue within our reportable segments and Corporate, segment profits and segment contribution.

Three Months Ended December 31, 2023

(in thousands) U.S.

12 unchanged sentences

Depreciation and amortization 2,624 2,339 — 4,963 3,602 8,565

Loss (gain) on sale or disposal of assets and other 26 ( 196 ) — ( 170 ) ( 2 ) ( 172 )

Interest expense — — — — 3,440 3,440

4 unchanged sentences

Income (loss) before income taxes $ 59,418 $ ( 21,713 ) $ 37,705

Nine Months Ended June 30, 2023

(in thousands) U.S.

Pawn Latin America Pawn Other Investments Total Segments Corporate Items Consolidated

Merchandise sales $ 329,231 $ 135,043 $ — $ 464,274 $ — $ 464,274

Jewelry scrapping sales 30,088 4,552 — 34,640 — 34,640

Pawn service charges 208,045 71,397 — 279,442 — 279,442

Other revenues 84 75 47 206 — 206

Total revenues 567,448 211,067 47 778,562 — 778,562

Merchandise cost of goods sold 203,698 93,587 — 297,285 — 297,285

Jewelry scrapping cost of goods sold 25,867 4,946 — 30,813 — 30,813

Gross profit 337,883 112,534 47 450,464 — 450,464

Segment and corporate expenses (income):

Store expenses 220,639 86,365 — 307,004 — 307,004

General and administrative — ( 3 ) — ( 3 ) 48,964 48,961

Depreciation and amortization 7,820 6,850 — 14,670 9,307 23,977

Loss (gain) on sale or disposal of assets 84 ( 56 ) — 28 — 28

Other — ( 5,097 ) — ( 5,097 ) — ( 5,097 )

Interest expense — — — — 12,994 12,994

Interest income ( 2 ) ( 723 ) — ( 725 ) ( 4,421 ) ( 5,146 )

Equity in net loss of unconsolidated affiliates — — 29,394 29,394 — 29,394

Other (income) expense — ( 41 ) 20 ( 21 ) ( 138 ) ( 159 )

Segment contribution (loss) $ 109,342 $ 25,239 $ ( 29,367 ) $ 105,214

Income (loss) before income taxes $ 105,214 $ ( 66,706 ) $ 38,508

Nine Months Ended June 30, 2022

Three Months Ended December 31, 2022

(in thousands) U.S.

12 unchanged sentences

Depreciation and amortization 2,755 2,215 — 4,970 3,018 7,988

Gain on sale or disposal of assets and other — ( 4 ) — ( 4 ) ( 688 ) ( 692 )

Loss (gain) on sale or disposal of assets and other 3 ( 19 ) — ( 16 ) — ( 16 )

Interest expense — — — — 6,190 6,190

4 unchanged sentences

Income (loss) before income taxes $ 48,422 $ ( 23,884 ) $ 24,538

The following table presents separately identified net earning assets by segment:

The following table presents separately identified segment assets:

(in thousands) U.S.

Pawn Latin America Pawn Other

Investments Corporate Items Total

As of June 30, 2023

Investments (a)

Corporate Items Total

As of December 31, 2023

Pawn loans $ 190,766 $ 52,486 $ — $ — $ 243,252

Pawn service charges receivable, net 35,707 4,295 — — 40,002

Inventory, net 127,008 37,919 — — 164,927

As of June 30, 2022

Total assets 1,004,075 323,209 78,419 75,490 1,481,193

As of December 31, 2022

Pawn loans $ 166,886 $ 42,969 $ — $ — $ 209,855

Pawn service charges receivable, net 31,064 3,857 — — 34,921

Inventory, net 117,994 38,070 — — 156,064

Total assets 900,211 272,153 77,009 152,942 1,402,315

As of September 30, 2023

Pawn loans $ 190,624 $ 55,142 $ — $ — $ 245,766

Pawn service charges receivable, net 34,318 4,567 — — 38,885

Inventory, net 128,901 37,576 — — 166,477

Total assets 984,539 313,164 63,707 106,301 1,467,711

(a) Segment assets as of September 30, 2023 have been recast to conform to current year presentation as CCV no longer meets the 10 percent threshold to be considered its own segment.

SUPPLEMENTAL CONSOLIDATED FINANCIAL INFORMATION

The following table provides supplemental information on net amounts included in our condensed consolidated balance sheets:

(in thousands) June 30, 2023 June 30, 2022 September 30, 2022

(in thousands) December 31, 2023 December 31, 2022 September 30, 2023

Gross pawn service charges receivable $ 50,919 $ 44,397 $ 50,881

19 unchanged sentences

Accounts payable, accrued expenses and other current liabilities $ 69,386 $ 69,930 $ 81,605

The following table provides supplemental disclosure of Consolidated Statements of Cash Flows information:

Nine Months Ended

The following table provides supplemental disclosure of condensed consolidated statements of cash flows information:

Three Months Ended

(in thousands) 2023 2022

Supplemental disclosure of cash flow information

Cash and cash equivalents $ 237,974 $ 222,342

Restricted cash 8,549 8,614

Total cash and cash equivalents and restricted cash $ 246,523 $ 230,956

Cash and cash equivalents at beginning of period $ 220,595 $ 206,028

Restricted cash at beginning of period 8,373 8,341

Total cash and cash equivalents and restricted cash at beginning of period $ 228,968 $ 214,369

Cash and cash equivalents at end of period $ 218,516 $ 207,658

Restricted cash at end of period 8,470 8,359

Total cash and cash equivalents and restricted cash at end of period $ 226,986 $ 216,017

Non-cash investing and financing activities:

Pawn loans forfeited and transferred to inventory $ 96,472 $ 84,851

Transfer of consideration for other investment — 1,500

Transfer of equity consideration for acquisition — 99

2 unchanged sentences

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

What changed 10-Q

Item 1. Financial Statements