1 unchanged sentence
CONDENSED CONSOLIDATED BALANCE SHEETS
−Removed: (in thousands, except share and per share amounts) December 31,
+Added: (in thousands, except share and per share amounts) March 31,
September 30,
33 unchanged sentences
issued and outstanding:
−Removed: 52,050,550 as of December 31, 2024;
−Removed: 52,272,594 as of December 31, 2023;
+Added: 52,043,599 as of March 31, 2025;
+Added: 52,057,309 as of March 31, 2024;
and 51,582,698 as of September 30, 2024
10 unchanged sentences
Three Months Ended
+Added: Six Months Ended
(in thousands, except per share amount) 2025 2024 2025 2024
12 unchanged sentences
Loss (gain) on sale or disposal of assets and other 17 3 25 ( 169 )
+Added: Other income — ( 765 ) — ( 765 )
Total operating expenses 144,204 140,305 287,667 275,796
3 unchanged sentences
Equity in net income of unconsolidated affiliates ( 1,505 ) ( 1,719 ) ( 2,980 ) ( 2,872 )
−Removed: Other expense (income) 978 ( 271 )
+Added: Other (income) expense ( 65 ) ( 165 ) 913 ( 436 )
Income before income taxes 34,412 28,651 75,796 66,356
−Removed: 41,384 37,705
Income tax expense 9,022 7,172 19,390 16,407
7 unchanged sentences
Three Months Ended
+Added: Six Months Ended
(in thousands) 2025 2024 2025 2024
1 unchanged sentence
Other comprehensive income:
−Removed: Foreign currency translation adjustment, net of income tax (expense) benefit for our investment in unconsolidated affiliate of $( 106 ) and $ 57 for the three months ended December 31, 2024, and 2023, respectively.
+Added: Foreign currency translation adjustment, net of income tax (benefit) expense for our investment in unconsolidated affiliate of $( 305 ) and $ 98 for the three months ended March 31, 2025, and 2024, respectively and $( 199 ) and $ 41 for the six months ended March 31, 2025, and 2024, respectively.
884 4,457 ( 6,435 ) 9,090
15 unchanged sentences
Balances as of December 31, 2024 55,021 $ 550 $ 345,783 $ 536,427 $ ( 58,866 ) $ 823,894
+Added: Stock compensation — — 2,404 — — 2,404
+Added: Release of restricted stock, net of shares withheld for taxes 76 1 ( 1 ) — — —
+Added: Foreign currency translation gain — — — — 884 884
+Added: Purchase and retirement of treasury stock ( 83 ) ( 1 ) ( 390 ) ( 606 ) — ( 997 )
+Added: Net income — — — 25,390 — 25,390
+Added: Balances as of March 31, 2025 55,014 $ 550 $ 347,796 $ 561,211 $ ( 57,982 ) $ 851,575
Common Stock Additional
11 unchanged sentences
Balances as of December 31, 2023 55,243 $ 553 $ 343,870 $ 457,929 $ ( 27,469 ) $ 774,883
+Added: Stock compensation — — 2,580 — — 2,580
+Added: Release of restricted stock, net of shares withheld for taxes 89 1 ( 1 ) — — —
+Added: Foreign currency translation gain — — — — 4,457 4,457
+Added: Purchase and retirement of treasury stock ( 305 ) ( 3 ) ( 1,275 ) ( 1,725 ) — ( 3,003 )
+Added: Net income — — — 21,479 — 21,479
+Added: Balances as of March 31, 2024 55,027 $ 551 $ 345,174 $ 477,683 $ ( 23,012 ) $ 800,396
See accompanying notes to unaudited condensed consolidated financial statements.
CONDENSED CONSOLIDATED STATEMENTS OF CASH FLOWS
−Removed: Three Months Ended
+Added: Six Months Ended
(in thousands) 2025 2024
3 unchanged sentences
Depreciation and amortization 16,355 16,784
−Removed: Amortization of debt discount and deferred financing costs 382 417
+Added: Amortization of deferred financing costs 725 807
Non-cash lease expense 28,943 29,514
17 unchanged sentences
Capital expenditures, net ( 13,966 ) ( 13,654 )
+Added: Acquisitions, net of cash acquired ( 79 ) ( 8,610 )
+Added: Investment in unconsolidated affiliate ( 509 ) ( 850 )
Investment in other investments — ( 15,000 )
Dividends from unconsolidated affiliates 1,902 1,745
−Removed: Other ( 148 ) ( 677 )
Net cash used in investing activities ( 14,781 ) ( 18,242 )
1 unchanged sentence
Taxes paid related to net share settlement of equity awards ( 3,971 ) ( 3,253 )
+Added: Proceeds from issuance of debt 300,000 —
+Added: Debt issuance cost ( 5,310 ) —
Purchase and retirement of treasury stock ( 3,997 ) ( 6,010 )
Payments of finance leases ( 266 ) ( 276 )
−Removed: Net cash used in financing activities ( 7,102 ) ( 6,392 )
+Added: Net cash provided by (used in) financing activities 286,456 ( 9,539 )
Effect of exchange rate changes on cash and cash equivalents and restricted cash 328 ( 43 )
−Removed: Net increase (decrease) in cash, cash equivalents and restricted cash 4,085 ( 1,982 )
+Added: Net increase in cash, cash equivalents and restricted cash 334,931 8,724
Cash and cash equivalents and restricted cash at beginning of period 179,807 228,968
15 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.
−Removed: Financial results for the three month period ended December 31, 2024, are not necessarily indicative of results that may be expected for the fiscal year ending September 30, 2025 or any other period due, in part, to seasonal variations.
+Added: Financial results for the three and six month periods ended March 31, 2025, are not necessarily indicative of results that may be expected for the fiscal year ending September 30, 2025 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 2024 Annual Report .
14 unchanged sentences
Upon cancellation, customer layaway deposits are generally refundable, less a cancellation fee, via credit slip.
−Removed: Our customer layaway deposits balance as of December 31, 2024, 2023 and September 30, 2024 was $ 24.2 million, $ 18.3 million and $ 21.6 million, respectively, and are generally recognized as revenues within a one-year period.
+Added: Our customer layaway deposits balance as of March 31, 2025, 2024 and September 30, 2024 was $ 31.0 million, $ 20.4 million and $ 21.6 million, respectively, and are generally recognized as revenues 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.
−Removed: As of December 31, 2024, 2023 and September 30, 2024, the carrying value of our investment in RDC was $ 6.2 million.
+Added: As of March 31, 2025, 2024 and September 30, 2024, the carrying value of our investment in RDC was $ 6.2 million.
Refer to Note 5:
30 unchanged sentences
The requirements of ASU 2024-03 are effective for the Company for fiscal years beginning after December 15, 2026 and interim periods within fiscal years beginning after December 15, 2027.
−Removed: Early adoption is permitted and should be applied either prospectively to financial statements issued for reporting periods after the effective date of this ASU or retrospectively to any or all period periods presented in the financial statements.
+Added: Early adoption is permitted and should be applied either prospectively to financial statements issued for reporting periods after the effective date of this ASU or retrospectively to any or all periods presented in the financial statements.
We are currently evaluating the impact of this standard on our consolidated financial statements and related disclosures.
6 unchanged sentences
The following table summarizes the changes in the carrying amount of goodwill by segment and in total:
−Removed: Three Months Ended December 31, 2024
+Added: Six Months Ended March 31, 2025
(in thousands) U.S.
3 unchanged sentences
Effect of foreign currency translation changes — ( 1,239 ) ( 1,239 )
−Removed: Balances as of December 31, 2024 $ 264,428 $ 40,294 $ 304,722
−Removed: Three Months Ended December 31, 2023
+Added: Balances as of March 31, 2025 $ 264,428 $ 40,811 $ 305,239
+Added: Six Months Ended March 31, 2024
(in thousands) U.S.
3 unchanged sentences
Acquisitions (a)
+Added: 6,330 — 6,330
Effect of foreign currency translation changes — 1,956 1,956
−Removed: Balances as of December 31, 2023
+Added: Balances as of March 31, 2024
$ 262,272 $ 48,386 $ 310,658
−Removed: (a) Amount represents goodwill recognized in connection with an immaterial acquisition within the U.S.
−Removed: Pawn segment and we have therefore omitted certain disclosures.
+Added: (a) Amount represents goodwill recognized in connection with acquisitions within the U.S.
+Added: 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
+Added: March 31, Six Months Ended
(in thousands, except per share amounts) 2025 2024 2025 2024
14 unchanged sentences
Restricted stock**** 1,424 1,676 1,433 1,673
−Removed: * The Company’s debt (collectively, the “Convertible Notes”) includes the 2.375 % Convertible Senior Notes Due 2025 (the “2025 Convertible Notes”), the 3.750 % Convertible Senior Notes Due 2029 (the “2029 Convertible Notes”) and the three months ended December 31, 2023 also includes the 2.875 % Convertible Senior Notes Due 2024 (the “2024 Convertible Notes”).
+Added: Total 1,424 1,676 1,433 1,673
+Added: * The Company’s debt (collectively, the “Convertible Notes”) includes the 2.375 % Convertible Senior Notes Due 2025 (the “2025 Convertible Notes”), the 3.750 % Convertible Senior Notes Due 2029 (the “2029 Convertible Notes”) and the six months ended March 31, 2024 also includes the 2.875 % Convertible Senior Notes Due 2024 (the “2024 Convertible Notes”).
+Added: Effective January 1, 2024, we were required to combination settle the 2024 Convertible Notes.
+Added: As such, no interest expense is included for the three months ended March 31, 2024 and only the first quarter of 2024 interest expense is included for the six months ended March 31, 2024.
Debt for conversion price, initial conversion rate and additional information.
** Includes time-based share-based awards and performance-based awards for which targets for fiscal year tranches have been achieved and vesting is subject only to achievement of service conditions.
+Added: *** As we were required to combination settle the 2024 Convertible Notes effective January 1, 2024, the 3.4 million principal shares are not included for the three months ended March 31, 2024 and only the weighted average shares of 1.7 million are included for the six months ended March 31, 2024.
+Added: Additionally, no potential common shares related to the accreted value of the 2024 Convertible Notes are included for the three or six months ended March 31, 2024 as the average market rate was not above the initial conversion price of $ 10.00 per share for the noted reporting periods.
+Added: Debt for conversion price, initial conversion rate and additional information on 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.
2 unchanged sentences
The table below presents balances of our lease assets and liabilities and their balance sheet locations for both operating and financing leases:
−Removed: (in thousands) Balance Sheet Location December 31, 2024 December 31, 2023 September 30, 2024
+Added: (in thousands) Balance Sheet Location March 31, 2025 March 31, 2024 September 30,
Lease assets:
12 unchanged sentences
Three Months Ended
+Added: March 31, Six Months Ended
(in thousands) 2025 2024 2025 2024
8 unchanged sentences
Total lease cost $ 24,187 $ 24,710 $ 47,632 $ 48,207
−Removed: * Includes a reduction for sublease rental income of $ 0.6 million and $ 1.1 million for the three months ended December 31, 2024 and 2023, respectively.
+Added: *Includes a reduction for sublease rental income of $ 0.6 million for both the three months ended March 31, 2025 and 2024, respectively, and $ 1.3 million and $ 1.7 million for the six months ended March 31, 2025 and 2024 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 expenses” and “General and administrative” under operating expenses, based on the underlying lease use.
−Removed: Cash paid for operating leases was $ 20.0 million and $ 20.3 million for the three months ended December 31, 2024 and 2023, respectively.
−Removed: Cash paid for principal and interest on finance leases was $ 0.1 million and less than $ 0.1 million, respectively, for the three months ended December 31, 2024 and $ 0.1 million and $ 0.1 million, respectively, for the three months ended December 31, 2023 .
+Added: Cash paid for operating leases was $ 20.0 million and $ 24.3 million for the three months ended March 31, 2025 and 2024, respectively, and $ 40.0 million and $ 44.6 million for the six months ended March 31, 2025 and 2024, respectively.
+Added: Cash paid for principal and interest on finance leases was $ 0.1 million and less than $ 0.1 million, respectively, for the three months ended March 31, 2025 and $ 0.1 million and $ 0.1 million, respectively, for the three months ended March 31, 2024 and $ 0.3 million and $ 0.1 million for the six months ended March 31, 2025 respectively, and $ 0.3 million and $ 0.1 million for the six months ended 2024 respectively .
The weighted-average term and discount rates for leases are as follows:
−Removed: Three Months Ended
+Added: Six Months Ended
Weighted-average remaining lease term (years):
4 unchanged sentences
Financing leases 11.14 % 11.14 %
−Removed: As of December 31, 2024, maturities of lease liabilities under ASC 842 by fiscal year were as follows:
+Added: As of March 31, 2025, maturities of lease liabilities under ASC 842 by fiscal year were as follows:
(in thousands) Operating Leases Financing Leases
7 unchanged sentences
$ 182,873 $ 798
−Removed: We recorded $ 18.2 million and $ 9.3 million in non-cash additions to our operating right-of-use assets and lease liabilities for the three months ended December 31, 2024 and 2023, respectively.
−Removed: We recorded no non-cash finance lease additions for the three months ended December 31, 2024 and $ 0.1 million for the three months ended December 31, 2023.
+Added: We recorded $ 34.0 million and $ 35.0 million in non-cash additions to our operating right-of-use assets and lease liabilities for the six months ended March 31, 2025 and 2024, respectively.
+Added: We recorded no non-cash finance lease additions for the six months ended March 31, 2025 and $ 0.2 million for the six months ended March 31, 2024.
STRATEGIC INVESTMENTS
Cash Converters International Limited
−Removed: As of December 31, 2024, we owned 273,939,157 shares, or approximately 43.7 %, of Cash Converters.
+Added: As of March 31, 2025, we owned 273,939,157 shares, or approximately 43.7 %, of Cash Converters.
We acquired our original investment in November 2009 and have increased our ownership through the acquisition of additional shares periodically since that time.
−Removed: We received cash dividends from Cash Converters of $ 1.9 million and $ 1.7 million during th e three mon ths ended December 31, 2024 and 2023, respectively.
+Added: We received cash dividends from Cash Conver ters of $ 1.9 million and $ 1.7 million during th e six mon ths ended March 31, 2025 and 2024, respectively.
+Added: In April 2025, we received a cash divide nd of $ 1.7 million fr om Cash Converters.
The following tables present summary financial information for Cash Converters’ most recently reported results as applicable after translation to U.S.
7 unchanged sentences
Total liabilities and shareholders’ equity $ 289,968 $ 323,843
−Removed: Full-Year Ended June 30,
+Added: Half-Year Ended December 31,
(in thousands) 2024 2023
1 unchanged sentence
Gross profit $ 81,456 $ 73,675
−Removed: Net profit (loss) $ 11,420 $ ( 65,351 )
−Removed: During the three m onths ended December 31, 2024, and 2023 we recorded our share of income of $ 1.6 million and $ 1.2 million, respectively, from Cash Converters, included in “Equity in net income of unconsolidated affiliates” in the condensed consolidated statements of operations.
+Added: Net profit $ 7,973 $ 6,499
+Added: During the three and six m onths ended March 31, 2025, we recorded our share of income of $ 1.9 million and $ 3.5 million, respectively, from Cash Converters, included in “Equity in net income of unconsolidated affiliates” in the condensed consolidated statements of operations.
+Added: During the three and six months ended March 31, 2024 , we recorded our share of income of $ 1.7 million and $ 2.9 million, respectively, from Cash Converters.
Fair Value Measurements for the fair value and carrying value of our investment in Cash Converters.
6 unchanged sentences
Consequently, our preferred equity investment in Founders is accounted for utilizing the measurement alternative within ASC 321, Investments — Equity Securities.
−Removed: As of December 31, 2024, our $ 45.0 million carrying value of the preferred equity 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.
−Removed: As of December 31, 2024, our maximum exposure for losses related to our investment in Founders was our $ 45.0 million preferred equity investment and $ 15.0 million Demand Promissory Note plus accrued and unpaid interest.
+Added: As of March 31, 2025, our $ 45.0 million carrying value of the preferred equity 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.
+Added: As of March 31, 2025, our maximum exposure for losses related to our investment in Founders was our $ 45.0 million preferred 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.
12 unchanged sentences
Carrying Value Estimated Fair Value
−Removed: December 31, 2024 December 31, 2024 Fair Value Measurement Using
+Added: March 31, 2025 March 31, 2025 Fair Value Measurement Using
(in thousands) Level 1 Level 2 Level 3
5 unchanged sentences
2029 Convertible Notes 224,723 338,089 — 338,089 —
+Added: 2032 Senior Notes 292,465 305,117 — 305,117 —
Carrying Value Estimated Fair Value
−Removed: December 31, 2023 December 31, 2023 Fair Value Measurement Using
+Added: March 31, 2024 March 31, 2024 Fair Value Measurement Using
(in thousands) Level 1 Level 2 Level 3
22 unchanged sentences
In fiscal 2023, 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.
−Removed: As of December 31, 2024, the interest rate on the note was 15.00 % per annum, and all principal and accrued interest is due on demand.
−Removed: Based primarily on the short-term nature of the note, we estimate that its carrying value approximates fair value as of December 31, 2024.
+Added: As of March 31, 2025, the interest rate on the note was 15.00 % per annum, and all principal and accrued interest is due on demand.
+Added: Based primarily on the short-term nature of the note, we estimate that its carrying value approximates fair value as of March 31, 2025.
In fiscal 2019, we received $ 1.1 million in previously escrowed seller funds as a result of settling certain indemnification claims with the seller of GPMX.
7 unchanged sentences
We included no control premium for owning a large percentage of outstanding shares.
−Removed: We measured the fair value of the 2024, 2025 and 2029 Convertible Notes using quoted price inputs.
+Added: We measured the fair value of the 2024, 2025 and 2029 Convertible Notes and 2032 Senior 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:
−Removed: December 31, 2024 December 31, 2023 September 30, 2024
−Removed: (in thousands) Gross Amount Debt Issuance Costs Carrying Amount Gross Amount Debt Issuance Costs Carrying Amount Gross Amount Debt Issuance Costs Carrying Amount
+Added: March 31, 2025 March 31, 2024 September 30, 2024
+Added: (in thousands) Gross Amount Deferred Financing Costs Carrying Amount Gross Amount Deferred Financing Costs Carrying Amount Gross Amount Deferred Financing Costs Carrying Amount
+Added: 2032 Senior Notes $ 300,000 $ ( 7,535 ) $ 292,465 $ — $ — $ — $ — $ — $ —
2029 Convertible Notes 230,000 ( 5,277 ) 224,723 230,000 ( 6,244 ) 223,756 230,000 ( 5,744 ) 224,256
4 unchanged sentences
Total long-term debt $ 530,000 $ ( 12,812 ) $ 517,188 $ 333,373 $ ( 6,800 ) $ 326,573 $ 230,000 $ ( 5,744 ) $ 224,256
−Removed: The following table presents the Company’s contractual maturities related to the debt instruments as of December 31, 2024:
+Added: The following table presents the Company’s contractual maturities related to the debt instruments as of March 31, 2025:
Schedule of Contractual Maturities
−Removed: (in thousands) 2029 Convertible Notes 2025 Convertible Notes Total
+Added: (in thousands) 2032 Senior Notes 2029 Convertible Notes 2025 Convertible Notes Total
Remaining 2025 $ — $ — $ 103,373 $ 103,373
1 unchanged sentence
Total long-term debt $ 300,000 $ 230,000 $ 103,373 $ 633,373
−Removed: The following table presents the Company’s interest expense related to the Convertible Notes for the three months ended December 31, 2024 and 2023:
+Added: The following table presents the Company’s interest expense related to it’s debt for the three and six months ended March 31, 2025 and 2024:
Three Months Ended
+Added: March 31, Six Months Ended
(in thousands) 2025 2024 2025 2024
+Added: 2032 Senior Notes:
+Added: Contractual interest expense $ 184 $ — $ 184 $ —
+Added: Amortization of deferred financing costs 7 — 7 —
+Added: Total interest expense $ 191 $ — $ 191 $ —
2029 Convertible Notes:
10 unchanged sentences
Total interest expense $ — $ 286 $ — $ 575
+Added: 2032 Senior Notes
+Added: In March 2025, we issued $ 300.0 million aggregate principal amount of the Company’s 7.375 % senior notes due 2032 (the “2032 Senior Notes”), for which $ 300.0 million remains outstanding as of March 31, 2025.
+Added: The 2032 Senior Notes were issued pursuant to an indenture, dated March 28, 2025 (the “2025 Indenture”), by and among the Company, certain of the Company’s wholly-owned domestic subsidiaries and Truist Bank, as trustee in a private placement under Rule 144A and Regulation S under the Securities Act of 1933 (the “Securities Act”).
+Added: The 2032 Senior Notes have not been and will not be registered under the federal securities laws or the securities laws of any state or any other jurisdiction.
+Added: The Company is not required to register the 2032 Senior Notes for resale under the Securities Act, or the securities laws of any other jurisdiction, and is not required to exchange the 2032 Senior Notes for notes registered under the Securities Act or the securities laws of any other jurisdiction and has no present intention to do so.
+Added: As a result, Rule 3-10 of Regulation S-X promulgated by the SEC is not applicable and no separate financial statements are required for the guarantor subsidiaries.
+Added: The net proceeds from the offering were approximately $ 292.5 million, after deducting the initial purchasers’ discounts and estimated offering expenses payable by us.
+Added: The Company capitalized approximately $ 7.5 million in debt issuance costs, which consisted primarily of the initial purchaser’s discount and fees and legal and other professional expenses.
+Added: The debt issuance costs are being amortized over the life of the 2032 Senior Notes as a component of interest expense and are carried as a direct deduction from the carrying amount of the 2032 Senior Notes in the accompanying condensed consolidated balance sheets.
+Added: The 2032 Senior Notes pay interest semi-annually in arrears at a rate of 7.375 % per annum on April 1st and October 1st of each year, commencing October 1, 2025, and mature on April 1, 2032, unless earlier redeemed or repurchased in accordance with the terms prior to such date.
+Added: The effective interest rate for the three and six months ended March 31, 2025 was approximately 7.84 %.
+Added: The 2025 Indenture contains certain customary affirmative covenants, negative covenants and events of default.
+Added: As of March 31, 2025, the Company was in compliance with all covenants relating to the 2032 Senior Notes.
+Added: The 2032 Senior Notes are senior unsecured obligations of the Company and are fully and unconditionally guaranteed by certain of the Company’s wholly-owned domestic subsidiaries.
+Added: The Company may redeem some or all of the 2032 Senior Notes at any time on or after April 1, 2028, at the redemption prices set forth in the 2025 Indenture, plus accrued and unpaid interest, if any.
+Added: Additionally, the Company may redeem some or all of the 2032 Senior Notes at a price equal to 100 % of principal amount, plus accrued and unpaid interest, if any, plus a “make-whole” premium set forth in the Indenture prior to April 1, 2028.
+Added: The Company may redeem up to 40 % of the 2032 Senior Notes prior to April 1, 2028 with the proceeds of certain equity offerings at the redemption price set forth in the 2025 Indenture.
+Added: If the Company sells certain assets or if the Company consummates certain change in control transactions, the Company will be required to make an offer to repurchase the 2032 Senior Notes.
2029 Convertible Notes
−Removed: In December 2022, we issued $ 230.0 million aggregate principal amount of the 2029 Convertible Notes, for which $ 230.0 million remains outstanding as of December 31, 2024.
+Added: In December 2022, we issued $ 230.0 million aggregate principal amount of the 2029 Convertible Notes, for which $ 230.0 million remains outstanding as of March 31, 2025.
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.
−Removed: The 2029 Convertible Notes were issued in a private offering under Rule 144A under the Securities Act of 1933.
+Added: The 2029 Convertible Notes were issued in a private offering under Rule 144A under the Securities Act.
The 2029 Convertible Notes pay interest semi-annually in arrears at a rate of 3.750 % per annum on June 15 and December 15 of each year, commencing June 15, 2023, and mature on December 15, 2029 (the “2029 Maturity Date”), unless converted, redeemed or repurchased in accordance with the terms prior to such date.
−Removed: 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.
−Removed: The effective interest rate for the three months ended December 31, 2024 was approximately 4.28 %.
−Removed: As of December 31, 2024, the remaining unamortized debt issuance costs will be amortized using the effective interest method through the 2029 Maturity Date assuming no early conversion.
+Added: At maturity, the holders of the 2029 Convertible Notes will be entitled to receive cash, securities, or combination at the Company’s election equal to the principal of the 2029 Convertible Notes plus accrued interest.
+Added: The effective interest rate for the three and six months ended March 31, 2025 was approximately 4.28 %.
+Added: As of March 31, 2025, 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 $ 11.232 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.
−Removed: As of December 31, 2024, the 2029 Convertible Notes were not convertible as no conditions of conversion had been met.
−Removed: Accordingly, the net balance of the 2029 Convertible Notes was classified as a non-current liability in our condensed consolidated balance sheets as of December 31, 2024.
+Added: As of March 31, 2025, the 2029 Convertible Notes were not convertible as no conditions of conversion had been met.
+Added: Accordingly, the net balance of the 2029 Convertible Notes was classified as a non-current liability in our condensed consolidated balance sheets as of March 31, 2025.
The classification of the 2029 Convertible Notes as current or non-current in the condensed consolidated balance sheets is evaluated at each balance sheet date and may change from time to time depending on whether any of the conversion conditions has been met.
2 unchanged sentences
If the note holders elect to convert their 2029 Convertible Notes prior to maturity, any unamortized debt issuance costs will be recognized as expense at the time of conversion.
−Removed: If the entire outstanding principal amount had been converted on December 31, 2024, we would have recorded an expense associated with the conversion, comprised of $ 5.5 million of unamortized debt issuance costs.
−Removed: The stock trading price condition and other triggers are measured on a quarter-by-quarter basis and were not met as of December 31, 2024.
−Removed: As of December 31, 2024, the if-converted value of the 2029 Convertible Notes did not exceed the principal amount.
+Added: If the entire outstanding principal amount had been converted on March 31, 2025, we would have recorded an expense associated with the conversion, comprised of $ 5.3 million of unamortized debt issuance costs.
+Added: The stock trading price condition and other triggers are measured on a quarter-by-quarter basis and were not met as of March 31, 2025.
+Added: As of March 31, 2025, the if-converted value of the 2029 Convertible Notes did not exceed the principal amount.
2025 Convertible Notes
2 unchanged sentences
Effective October 1, 2019, Truist (formerly BB&T) assumed the duties and responsibilities as trustee under the 2018 Indenture.
−Removed: The 2025 Convertible Notes were issued in a private offering under Rule 144A under the Securities Act of 1933.
+Added: The 2025 Convertible Notes were issued in a private offering under Rule 144A under the Securities Act.
In December 2022, we repurchased approximately $ 69.1 million aggregate principal amount of the 2025 Convertible Notes for approximately $ 62.9 million plus accrued interest.
−Removed: As of December 31, 2024, $ 103.4 million remains outstanding.
+Added: As of March 31, 2025, $ 103.4 million remains outstanding.
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.
−Removed: The effective interest rate for the three months ended December 31, 2024 was approximately 2.88 % for the 2025 Convertible Notes.
−Removed: As of December 31, 2024, the remaining unamortized debt issuance costs will be amortized using the effective interest method through the 2025 Maturity Date assuming no early conversion.
+Added: The effective interest rate for the three and six months ended March 31, 2025 was approximately 2.88 % for the 2025 Convertible Notes.
+Added: As of March 31, 2025, 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).
5 unchanged sentences
If the note holders elect to convert their 2025 Convertible Notes prior to maturity, any unamortized debt issuance costs will be recognized as expense at the time of conversion.
−Removed: If the entire outstanding principal amount had been converted on December 31, 2024, we would have recorded an expense associated with the conversion, comprised of $ 0.2 million of unamortized debt issuance costs.
−Removed: The stock trading price condition and other triggers are measured on a quarter-by-quarter basis and were not met as of December 31, 2024.
−Removed: As of December 31, 2024, the if-converted value of the 2025 Convertible Notes did not exceed the principal amount and none of the note holders had elected to convert their 2025 Convertible Notes.
+Added: If the entire outstanding principal amount had been converted on March 31, 2025, we would have recorded an expense associated with the conversion, comprised of less than $0.1 million of unamortized debt issuance costs.
+Added: The stock trading price condition and other triggers are measured on a quarter-by-quarter basis and were not met as of March 31, 2025.
+Added: As of March 31, 2025, the if-converted value of the 2025 Convertible Notes did not exceed the principal amount and none of the note holders had elected to convert their 2025 Convertible Notes.
2024 Convertible Notes
2 unchanged sentences
Effective October 1, 2019, Truist (formerly BB&T) assumed the duties and responsibilities as trustee under the 2017 Indenture.
−Removed: The 2024 Convertible Notes were issued in a private offering under Rule 144A under the Securities Act of 1933.
+Added: The 2024 Convertible Notes were issued in a private offering under Rule 144A under the Securities Act.
In December 2022, we repurchased approximately $ 109.4 million aggregate principal amount of the 2024 Convertible Notes for approximately $ 117.5 million plus accrued interest.
10 unchanged sentences
The Board of Directors has reserved the right to modify, suspend or terminate the program at any time.
−Removed: As of December 31, 2024, we had repurchased and retired 3,096,011 shares of our Class A Common Stock for $ 29.0 million under the Common Stock Repurchase Program, of which 250,463 shares were repurchased and retired for $ 3.0 million during the three months ended December 31, 2024.
−Removed: During the three months ended December 31, 2023, 354,882 shares were repurchased and retired for $ 3.0 million under the Common Stock Repurchase Program.
+Added: As of March 31, 2025, we had repurchased and retired 3,178,147 shares of our Class A Common Stock for $ 30.0 million under the Common Stock Repurchase Program, of which 82,136 and 332,599 shares were repurchased and retired for $ 1.0 million and $ 4.0 million during the three and six months ended March 31, 2025.
+Added: During the three and six months ended March 31, 2024, 305,475 and 660,357 shares were repurchased and retired for $ 3.0 million and $ 6.0 million, respectively, 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
( 1,130,921 ) 7.89
−Removed: Outstanding as of December 31, 2024
+Added: Cancelled ( 50,594 ) 9.24
+Added: Outstanding as of March 31, 2025
2,733,073 $ 9.58
15 unchanged sentences
The following income (loss) before income taxes tables present revenues for each reportable segment, disaggregated revenues within our reportable segments and Corporate, segment profits and segment contribution.
−Removed: Three Months Ended December 31, 2024
+Added: Three Months Ended March 31, 2025
(in thousands) U.S.
16 unchanged sentences
Equity in net (income) loss of unconsolidated affiliates — — ( 1,866 ) ( 1,866 ) 361 ( 1,505 )
−Removed: Other (income) expense ( 11 ) ( 71 ) — ( 82 ) 1,060 978
+Added: Other expense (income) 4 ( 137 ) — ( 133 ) 68 ( 65 )
Segment contribution $ 47,143 $ 10,564 $ 2,471 $ 60,178
Income (loss) before income taxes $ 60,178 $ ( 25,766 ) $ 34,412
−Removed: Three Months Ended December 31, 2023
+Added: Three Months Ended March 31, 2024
(in thousands) U.S.
12 unchanged sentences
Depreciation and amortization 2,516 2,392 — 4,908 3,311 8,219
−Removed: Loss (gain) on sale or disposal of assets and other 26 ( 196 ) — ( 170 ) ( 2 ) ( 172 )
+Added: (Gain) loss on sale or disposal of assets and other ( 30 ) ( 66 ) — ( 96 ) 99 3
+Added: Other income — — — — ( 765 ) ( 765 )
Interest expense — — — — 3,402 3,402
1 unchanged sentence
Equity in net income of unconsolidated affiliates — — ( 1,719 ) ( 1,719 ) — ( 1,719 )
+Added: Other expense (income) — 1 14 15 ( 180 ) ( 165 )
+Added: Segment contribution $ 40,656 $ 8,118 $ 2,369 $ 51,143
+Added: Income (loss) before income taxes $ 51,143 $ ( 22,492 ) $ 28,651
+Added: Six Months Ended March 31, 2025
+Added: (in thousands) U.S.
+Added: Pawn Latin America Pawn Other Investments Total Segments Corporate Items Consolidated
+Added: Merchandise sales $ 245,715 $ 110,095 $ — $ 355,810 $ — $ 355,810
+Added: Jewelry scrapping sales 32,396 5,274 — 37,670 — 37,670
+Added: Pawn service charges 175,424 57,499 — 232,923 — 232,923
+Added: Other revenues 51 32 — 83 — 83
+Added: Total revenues 453,586 172,900 — 626,486 — 626,486
+Added: Merchandise cost of goods sold 156,328 77,051 — 233,379 — 233,379
+Added: Jewelry scrapping cost of goods sold 25,203 4,048 — 29,251 — 29,251
+Added: Gross profit 272,055 91,801 — 363,856 — 363,856
+Added: Segment and corporate expenses (income):
+Added: Store expenses 166,621 66,357 — 232,978 — 232,978
+Added: General and administrative — — — — 38,309 38,309
+Added: Depreciation and amortization 5,399 4,035 — 9,434 6,921 16,355
+Added: Loss on sale or disposal of assets and other 17 8 — 25 — 25
+Added: Interest expense — — — — 6,428 6,428
+Added: Interest income — ( 539 ) ( 1,199 ) ( 1,738 ) ( 2,230 ) ( 3,968 )
+Added: Equity in net (income) loss of unconsolidated affiliates — — ( 3,489 ) ( 3,489 ) 509 ( 2,980 )
+Added: Other (income) loss ( 7 ) ( 208 ) — ( 215 ) 1,128 913
+Added: Segment contribution $ 100,025 $ 22,148 $ 4,688 $ 126,861
+Added: Income (loss) before income taxes $ 126,861 $ ( 51,065 ) $ 75,796
+Added: Six Months Ended March 31, 2024
+Added: (in thousands) U.S.
+Added: Pawn Latin America Pawn Other Investments Total Segments Corporate Items Consolidated
+Added: Merchandise sales $ 240,362 $ 103,728 $ — $ 344,090 $ — $ 344,090
+Added: Jewelry scrapping sales 25,501 2,295 — 27,796 — 27,796
+Added: Pawn service charges 159,083 54,529 — 213,612 — 213,612
+Added: Other revenues 66 31 35 132 — 132
+Added: Total revenues 425,012 160,583 35 585,630 — 585,630
+Added: Merchandise cost of goods sold 151,507 69,962 — 221,469 — 221,469
+Added: Jewelry scrapping cost of goods sold 22,078 1,918 — 23,996 — 23,996
+Added: Gross profit 251,427 88,703 35 340,165 — 340,165
+Added: Segment and corporate expenses (income):
+Added: Store expenses 158,095 67,042 — 225,137 — 225,137
+Added: General and administrative — — — — 34,809 34,809
+Added: Depreciation and amortization 5,140 4,731 — 9,871 6,913 16,784
+Added: (Gain) loss on sale or disposal of assets and other ( 4 ) ( 262 ) — ( 266 ) 97 ( 169 )
+Added: Other income — — — — ( 765 ) ( 765 )
+Added: Interest expense — — — — 6,842 6,842
+Added: Interest income — ( 1,028 ) ( 1,206 ) ( 2,234 ) ( 3,287 ) ( 5,521 )
+Added: Equity in net income of unconsolidated affiliates — — ( 2,872 ) ( 2,872 ) — ( 2,872 )
Other (income) expense — ( 47 ) 15 ( 32 ) ( 404 ) ( 436 )
5 unchanged sentences
Corporate Items Total
−Removed: As of December 31, 2024
+Added: As of March 31, 2025
Pawn loans $ 199,418 $ 62,412 $ — $ — $ 261,830
2 unchanged sentences
Total assets 1,346,150 318,833 81,258 83,387 1,829,628
−Removed: As of December 31, 2023
+Added: As of March 31, 2024
Pawn loans $ 173,744 $ 62,029 $ — $ — $ 235,773
9 unchanged sentences
The following table provides supplemental information on net amounts included in our condensed consolidated balance sheets:
−Removed: (in thousands) December 31, 2024 December 31, 2023 September 30, 2024
+Added: (in thousands) March 31, 2025 March 31, 2024 September 30, 2024
Gross pawn service charges receivable $ 54,024 $ 48,812 $ 57,544
21 unchanged sentences
The following table provides supplemental disclosure of condensed consolidated statements of cash flows information:
−Removed: Three Months Ended
+Added: Six Months Ended
(in thousands) 2025 2024
8 unchanged sentences
Pawn loans forfeited and transferred to inventory $ 210,786 $ 183,532
+Added: Accrued debt issuance costs 2,231 —
Accrued acquisition consideration — 616
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.