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Item 1. Financial Statements

2025-07-30 compared with 2025-04-28 · 167 added, 108 removed, 645 unchanged (30% of the section changed)

1 unchanged sentence

CONDENSED CONSOLIDATED BALANCE SHEETS

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

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

September 30,

1 unchanged sentence

Cash and cash equivalents $ 472,088 $ 218,038 $ 170,513

Restricted cash 9,499 8,581 9,294

Short-term restricted cash 9,609 9,204 9,294

Pawn loans 291,634 261,720 274,084

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Right-of-use assets, net 236,064 235,030 226,602

Long-term restricted cash 5,380 — —

Goodwill 321,907 308,847 306,478

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issued and outstanding:

52,043,599 as of March 31, 2025;

52,057,309 as of March 31, 2024;

57,992,965 as of June 30, 2025;

51,771,917 as of June 30, 2024;

and 51,582,698 as of September 30, 2024

10 unchanged sentences

Three Months Ended

Six Months Ended

Nine Months Ended

(in thousands, except per share amount) 2025 2024 2025 2024

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Loss (gain) on sale or disposal of assets and other — 20 25 ( 149 )

Other income — ( 765 ) — ( 765 )

Other operating income ( 1,262 ) — ( 1,262 ) ( 765 )

Total operating expenses 147,644 144,573 435,311 420,369

14 unchanged sentences

Three Months Ended

Six Months Ended

Nine Months Ended

(in thousands) 2025 2024 2025 2024

1 unchanged sentence

Other comprehensive income:

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.

Foreign currency translation adjustment, net of income tax (benefit) expense for our investment in unconsolidated affiliate of $ 19 and $( 101 ) for the three months ended June 30, 2025, and 2024, respectively and $ 180 and $( 60 ) for the nine months ended June 30, 2025, and 2024, respectively.

12,808 ( 16,993 ) 6,373 ( 7,903 )

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Balances as of March 31, 2025 55,014 $ 550 $ 347,796 $ 561,211 $ ( 57,982 ) $ 851,575

Stock compensation — — 4,212 — — 4,212

Settlement of convertible notes due 2025 6,098 61 96,902 — — 96,963

Foreign currency translation gain — — — — 12,808 12,808

Purchase and retirement of treasury stock ( 149 ) ( 1 ) ( 837 ) ( 1,165 ) — ( 2,003 )

Net income — — — 26,503 — 26,503

Balances as of June 30, 2025 60,963 $ 610 $ 448,073 $ 586,549 $ ( 45,174 ) $ 990,058

Common Stock Additional

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Balances as of March 31, 2024 55,027 $ 551 $ 345,174 $ 477,683 $ ( 23,012 ) $ 800,396

Stock compensation — — 3,101 — — 3,101

Foreign currency translation loss — — — — ( 16,993 ) ( 16,993 )

Purchase and retirement of treasury stock ( 285 ) ( 3 ) ( 1,193 ) ( 1,803 ) — ( 2,999 )

Net income — — — 17,950 — 17,950

Balances as of June 30, 2024 54,742 $ 548 $ 347,082 $ 493,830 $ ( 40,005 ) $ 801,455

See accompanying notes to unaudited condensed consolidated financial statements.

CONDENSED CONSOLIDATED STATEMENTS OF CASH FLOWS

Six Months Ended

Nine Months Ended

(in thousands) 2025 2024

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Acquisitions, net of cash acquired ( 17,093 ) ( 11,963 )

Proceeds from notes receivable 241 1,100

Investment in unconsolidated affiliate ( 718 ) ( 993 )

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Debt issuance cost ( 7,563 ) —

Payments on debt ( 6,410 ) —

Purchase and retirement of treasury stock ( 6,000 ) ( 9,009 )

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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 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.

Financial results for the three and nine month periods ended June 30, 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 .

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Upon cancellation, customer layaway deposits are generally refundable, less a cancellation fee, via credit slip.

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.

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:

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

Our customer layaway deposits balance as of June 30, 2025, 2024 and September 30, 2024 was $ 33.3 million, $ 20.1 million and $ 21.6 million, respectively, and are generally recognized as revenues within a one-year period.

Recently Issued Accounting Pronouncements

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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.

The adoption of this ASU is expected to only impact disclosures with respect to the Company’s consolidated financial statements.

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

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Retrospective application is permitted.

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

The adoption of this ASU is expected to only impact disclosures with respect to the Company’s consolidated financial statements.

In March 2024, the FASB issued ASU 2024-02, Codification Improvements—Amendments to Remove References to the Concepts Statements (“ASU 2024-02”).

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

In May 2025, the FASB issued ASU 2025-03, Business Combinations (Topic 805) and Consolidation (Topic 810):

Determining the Accounting Acquirer in the Acquisition of a Variable Interest Entity (“ASU 2025-03”).

ASU 2025-03 revises current guidance for determining the accounting acquirer for a transaction effected primarily by exchanging equity interests in which the legal acquiree is a variable interest entity that meets the definition of a business.

The amendments require that an entity consider the same factors that are currently required for determining which entity is the accounting acquirer in other acquisition transactions.

The requirements of ASU 2025-03 are effective for the Company for fiscal years beginning after December 15, 2026, and interim periods within those periods.

Early adoption is permitted as of the beginning of an interim or annual reporting period.

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

In July 2025, the One Big Beautiful Bill Act (OBBBA) was signed into law.

This legislation includes changes to the United States federal tax law, which may be subject to further clarification and the issuance of interpretive guidance.

We are currently evaluating the impact of the legislation on our consolidated financial statements.

On June 17, 2025, we acquired 40 pawn stores across 13 states in Mexico from Monte Primavera, S.A.

and Valuer, S.A.

The stores, operating under the names “Monte Providencia” and “Tu Empeño Efectivo,” offer traditional pawn loans, as well as auto pawn transactions, some of which are in stand-alone auto pawn stores.

At closing, the Company also assumed management of 7 additional stores.

We now operate a total of 1,336 pawn stores, 791 of which are in Latin America, including 604 in Mexico.

At the time of acquisition, the total consideration was $ 20.3 million in cash, of which $ 6.4 million was held back for standard indemnification purposes and for later acquisition of the 7 managed stores.

Approximately $ 5.4 million of the retained payment is expected to be paid over the next five years and is included in long-term restricted cash and the associated consideration payable is included in other long-term liabilities on our condensed consolidated balance sheet as of June 30, 2025.

The remaining $ 1.0 million is expected to be paid in our next fiscal quarter and is included in cash and cash equivalents and the associated consideration payable is included in accounts payable, accrued expenses and other current liabilities on our condensed consolidated balance sheet as of June 30, 2025.

This transaction qualifies as a business combination under ASC 805 due to the acquisition of an integrated set of inputs and processes that are capable of generating outputs.

Although the transaction includes tangible assets such as loans and inventory, the inclusion of operating infrastructure, licenses, and a functioning workforce supports the conclusion that a business, rather than a group of assets, was acquired.

The assets acquired and liabilities assumed are based upon the fair values at the date of acquisition.

The excess purchase price over the estimated fair market value of the net assets acquired has been recorded as goodwill.

The estimated fair value of Pawn Loans and Inventory assumed are provisional, as the Company is gathering additional information to finalize the valuation of pawn loans and completing final inventory counts.

Any changes identified during the measurement period will be recorded as adjustments to the assets acquired, liabilities assumed, or goodwill.

The preliminary purchase price allocation is as follows (in thousands):

Cash and cash equivalents $ 64

Pawn loans 5,878

Pawn service charges receivable 706

Prepaid expenses and other current assets 81

Property and equipment

Right-of-use assets

Goodwill 11,556

Customer layaway deposits ( 188 )

Operating lease liabilities ( 4,463 )

Other long-term liabilities ( 119 )

Total consideration 20,307

Retained Payment ( 6,380 )

Cash Paid $ 13,927

The factors contributing to the recognition of goodwill, which is recorded in our Latin America Pawn segment, were based on several strategic benefits we expect to realize from the acquisition, including expansion of our store base and the ability to further leverage our pawn expertise.

We expect none of the goodwill resulting from this business combination will be deductible for income tax purposes.

The results of this acquisition have been included in our condensed consolidated financial statements from June 17, 2025 through June 30, 2025, and are reported in our Latin America Pawn segment.

The acquired business contributed revenues of $ 0.7 million and net income of $ 0.2 million to us for the period from June 17, 2025 to June 30, 2025.

During the three and nine months ended June 30, 2025, we incurred total acquisition costs of $ 0.3 million.

The acquisition costs were primarily related to legal, accounting and consulting services, were expensed as incurred through June 30, 2025 and are included in general and administrative expenses in the consolidated statements of operations.

Unaudited Supplementary Pro Forma Financial Information

The following unaudited pro forma summary presents consolidated information for us as if the business combination had occurred on October 1, 2023.

The pro forma information is not necessarily indicative of our results of operations had the acquisitions been completed on the above date, nor is it necessarily indicative of our future results.

The pro forma information does not reflect any cost savings from operating efficiencies or synergies that could result from the acquisitions, nor does it reflect additional revenues opportunities following the acquisition.

The pro forma adjustments reflected in the table below are subject to change as additional analysis is performed.

Three Months Ended

June 30, Nine Months Ended

(in thousands, except per share amounts) 2025 2024 2025 2024

Revenues $ 315,820 $ 286,451 $ 952,039 $ 882,443

Net income 26,603 18,127 83,377 68,407

We did not have any material, nonrecurring pro forma adjustments directly attributable to the business combination included in the reported pro forma net revenues and net income.

These pro forma amounts have been calculated after applying the Company’s accounting policies.

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

Six Months Ended March 31, 2025

Nine Months Ended June 30, 2025

(in thousands) U.S.

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$ 264,428 $ 42,050 $ 306,478

Acquisitions (a)

2,331 11,556 13,887

Effect of foreign currency translation changes — 1,542 1,542

Balances as of March 31, 2025 $ 264,428 $ 40,811 $ 305,239

Six Months Ended March 31, 2024

Balances as of June 30, 2025 $ 266,759 $ 55,148 $ 321,907

(a) 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.

Nine Months Ended June 30, 2024

(in thousands) U.S.

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Effect of foreign currency translation changes — ( 1,854 ) ( 1,854 )

Balances as of March 31, 2024

Balances as of June 30, 2024

$ 264,271 $ 44,576 $ 308,847

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Three Months Ended

March 31, Six Months Ended

June 30, Nine Months Ended

(in thousands, except per share amounts) 2025 2024 2025 2024

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Total 1,693 1,917 1,731 1,913

* 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”).

* The Company’s debt (collectively, the “Convertible Notes”) includes the 3.750 % Convertible Senior Notes Due 2029 (the “2029 Convertible Notes”) and the 2.375 % Convertible Senior Notes Due 2025 (the “2025 Convertible Notes”), which were settled in a combination of cash and shares during the three months ended June 30, 2025.

The nine months ended June 30, 2024 also includes the 2.875 % Convertible Senior Notes Due 2024 (the “2024 Convertible Notes”).

Effective January 1, 2024, we were required to combination settle the 2024 Convertible Notes.

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.

As such, no interest expense is included in the diluted earnings per share computation for the three months ended June 30, 2024 and only the first quarter of 2024 interest expense is included for the nine months ended June 30, 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.

*** 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.

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.

*** As the 2025 Notes were settled during the fiscal quarter, approximately 2.1 million and 5.0 million of weighted average shares were included for the three and nine months ended June 30, 2025, respectively.

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 June 30, 2024 and only the weighted average shares of 1.2 million are included for the nine months ended June 30, 2024.

Additionally, 75,854 and 25,192 potential common shares related to the accreted value of the 2024 Convertible Notes are included for the three or nine months ended June 30, 2024 as the average market rate was not above the initial conversion price of $ 10.00 per share for the noted reporting periods.

Debt for conversion price, initial conversion rate and additional information on the 2024 Convertible Notes, 2025 Convertible Notes, and 2029 Convertible Notes.

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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 March 31, 2025 March 31, 2024 September 30,

(in thousands) Balance Sheet Location June 30, 2025 June 30, 2024 September 30,

Lease assets:

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Three Months Ended

March 31, Six Months Ended

June 30, Nine Months Ended

(in thousands) 2025 2024 2025 2024

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Total lease cost $ 25,705 $ 24,913 $ 73,337 $ 73,120

*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.

*Includes a reduction for sublease rental income of $ 0.7 million and $ 0.7 million for both the three months ended June 30, 2025 and 2024, respectively, and $ 2.0 million and $ 2.4 million for the nine months ended June 30, 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.

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.

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 .

Cash paid for operating leases was $ 20.3 million and $ 15.9 million for the three months ended June 30, 2025 and 2024, respectively, and $ 60.3 million and $ 60.5 million for the nine months ended June 30, 2025 and 2024, respectively.

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

Six Months Ended

Nine Months Ended

Weighted-average remaining lease term (years):

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Financing leases 11.14 % 11.14 %

As of March 31, 2025, maturities of lease liabilities under ASC 842 by fiscal year were as follows:

As of June 30, 2025, maturities of lease liabilities under ASC 842 by fiscal year were as follows:

(in thousands) Operating Leases Financing Leases

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$ 184,295 $ 695

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.

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.

We recorded $ 51.2 million and $ 46.1 million in non-cash additions to our operating right-of-use assets and lease liabilities for the nine months ended June 30, 2025 and 2024, respectively.

STRATEGIC INVESTMENTS

Cash Converters International Limited

As of March 31, 2025, we owned 273,939,157 shares, or approximately 43.7 %, of Cash Converters.

As of June 30, 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.

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.

In April 2025, we received a cash divide nd of $ 1.7 million fr om Cash Converters.

We received cash dividends from Cash Conver ters of $ 3.6 million and $ 3.5 million during th e nine mon ths ended June 30, 2025 and 2024, respectively.

The following tables present summary financial information for Cash Converters’ most recently reported results as applicable after translation to U.S.

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Net profit $ 7,973 $ 6,499

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.

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.

During the three and nine m onths ended June 30, 2025, we recorded our share of income of $ 1.4 million and $ 4.9 million, respectively, from Cash Converters, included in “Equity in net income of unconsolidated affiliates” in the condensed consolidated statements of operations.

During the three and nine months ended June 30, 2024 , we recorded our share of income of $ 1.4 million and $ 4.3 million, respectively, from Cash Converters, included in Equity in net income of unconsolidated affiliates in the condensed consolidated statement of operations.

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

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

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.

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.

As of June 30, 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.

As of June 30, 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.

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Carrying Value Estimated Fair Value

March 31, 2025 March 31, 2025 Fair Value Measurement Using

June 30, 2025 June 30, 2025 Fair Value Measurement Using

(in thousands) Level 1 Level 2 Level 3

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2029 Convertible Notes 224,982 330,050 — 330,050 —

2029 Convertible Notes 224,723 338,089 — 338,089 —

2032 Senior Notes 292,619 316,406 — 316,406 —

Carrying Value Estimated Fair Value

March 31, 2024 March 31, 2024 Fair Value Measurement Using

June 30, 2024 June 30, 2024 Fair Value Measurement Using

(in thousands) Level 1 Level 2 Level 3

Financial assets:

Promissory note receivable due April 2024 $ 1,268 $ 1,268 $ — $ — $ 1,268

Promissory note receivable from Founders $ 16,186 $ 16,186 $ — $ — $ 16,186

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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.

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.

Based primarily on the short-term nature of the note, we estimate that its carrying value approximates fair value as of March 31, 2025.

As of June 30, 2025, the interest rate on the note was 15.0 % 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 June 30, 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.

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

March 31, 2025 March 31, 2024 September 30, 2024

June 30, 2025 June 30, 2024 September 30, 2024

(in thousands) Gross Amount Deferred Financing Costs Carrying Amount Gross Amount Deferred Financing Costs Carrying Amount Gross Amount Deferred Financing Costs Carrying Amount

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Total long-term debt $ 530,000 $ ( 12,399 ) $ 517,601 $ 230,000 $ ( 6,002 ) $ 223,998 $ 230,000 $ ( 5,744 ) $ 224,256

The following table presents the Company’s contractual maturities related to the debt instruments as of March 31, 2025:

Schedule of Contractual Maturities

(in thousands) 2032 Senior Notes 2029 Convertible Notes 2025 Convertible Notes Total

Remaining 2025 $ — $ — $ 103,373 $ 103,373

Thereafter 300,000 230,000 — 530,000

Total long-term debt $ 300,000 $ 230,000 $ 103,373 $ 633,373

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:

The following table presents the Company’s interest expense related to its debt for the three and nine months ended June 30, 2025 and 2024:

Three Months Ended

March 31, Six Months Ended

June 30, Nine Months Ended

(in thousands) 2025 2024 2025 2024

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2032 Senior Notes

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.

In March 2025, we issued $ 300.0 million aggregate principal amount of the Company’s 7.375 % senior notes due 2032, for which $ 300.0 million remains outstanding as of June 30, 2025.

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”).

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The net proceeds from the offering were approximately $ 292.6 million, after deducting the initial purchasers’ discounts and estimated offering expenses payable by us.

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.

The Company capitalized $ 7.6 million in debt issuance costs, which consisted primarily of the initial purchaser’s discount and fees and legal and other professional expenses.

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.

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.

The effective interest rate for the three and six months ended March 31, 2025 was approximately 7.84 %.

The effective interest rate for the three and nine months ended June 30, 2025 was approximately 7.85 %.

The 2025 Indenture contains certain customary affirmative covenants, negative covenants and events of default.

As of March 31, 2025, the Company was in compliance with all covenants relating to the 2032 Senior Notes.

As of June 30, 2025, the Company was in compliance with all covenants relating to the 2032 Senior Notes.

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.

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2029 Convertible Notes

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.

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 June 30, 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.

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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.

The effective interest rate for the three and six months ended March 31, 2025 was approximately 4.28 %.

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 effective interest rate for the three and nine months ended June 30, 2025 was approximately 4.28 %.

As of June 30, 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).

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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.

As of March 31, 2025, the 2029 Convertible Notes were not convertible as no conditions of conversion had been met.

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.

As of June 30, 2025, the 2029 Convertible Notes were not convertible as no conditions of conversion had been met.

Accordingly, the net balance of the 2029 Convertible Notes was classified as a non-current liability in our condensed consolidated balance sheets as of June 30, 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.

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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.

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.

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.

As of March 31, 2025, the if-converted value of the 2029 Convertible Notes did not exceed the principal amount.

If the entire outstanding principal amount had been converted on June 30, 2025, we would have recorded an expense associated with the conversion, comprised of $ 5.0 million of unamortized debt issuance costs.

The stock trading price condition and other triggers are measured on a quarter-by-quarter basis and were not met as of June 30, 2025.

As of June 30, 2025, the if-converted value of the 2029 Convertible Notes did not exceed the principal amount.

2025 Convertible Notes

During April 2025, holders converted approximately $ 97.0 million in principal amount of the 2025 Convertible Notes into approximately 6.1 million shares of our Class A Common Stock, and with payments of cash in lieu of any fractional shares.

On May 1, 2025, the Company repaid the remaining $ 6.4 million principal balance of the 2025 Convertible Notes using cash.

In May 2018, we issued $ 172.5 million aggregate principal amount of the 2025 Convertible Notes.

3 unchanged sentences

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.

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.

The effective interest rate for the three and six months ended March 31, 2025 was approximately 2.88 % for the 2025 Convertible Notes.

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).

The conversion rate will not be adjusted for any accrued and unpaid interest.

The 2025 Convertible Notes contain certain make-whole fundamental change premiums and customary anti-dilution adjustments.

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.

Pursuant to the terms of the 2018 Indenture, we have elected to settle any conversions of the 2025 Convertible Notes using shares of Class A Common Stock (physical settlement).

On October 28, 2024, we provided notice of that election to the trustee.

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.

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.

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.

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.

The 2025 Convertible Notes paid 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 matured on May 1, 2025 (the “2025 Maturity Date”), unless converted, redeemed or repurchased in accordance with the terms prior to such date.

The 2025 Convertible Notes were 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).

Until the close of business on the business day immediately preceding the 2025 Maturity Date, holders of 2025 Convertible Notes could, at their option, convert their 2025 Convertible Notes at any time.

Pursuant to the terms of the 2018 Indenture, we had elected to settle any conversions of the 2025 Convertible Notes using shares of Class A Common Stock (physical settlement).

2024 Convertible Notes

On July 1, 2024, the $ 34.4 million aggregate principal amount outstanding plus accrued interest was repaid using cash on hand and 77,328 Class A Common Stock shares, equal to the accreted value, were issued as part of the 2024 Convertible Notes conversion.

In July 2017, we issued $ 143.75 million aggregate principal amount of the 2024 Convertible Notes.

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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.

The 2024 Convertible Notes paid interest semi-annually in arrears at a rate of 2.875 % per annum on January 1 and July 1 of each year, commencing January 1, 2018, and matured on July 1, 2024 (the “2024 Maturity Date”).

5 unchanged sentences

On May 3, 2022, the Company’s Board of Directors (the “Board”) authorized the repurchase of up to $ 50 million of our Class A Common Stock over three years (the “Common Stock Repurchase Program”).

Execution of the program will be responsive to fluctuating market conditions and valuations, liquidity needs and the expected return on investment compared to other opportunities.

The amount and timing of purchases will be dependent on a variety of factors, including stock price, trading volume, general market conditions, legal and regulatory requirements, general business conditions, the level of cash flows, and corporate considerations determined by management and the Board, such as liquidity and capital needs and the availability of attractive alternative investment opportunities.

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

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.

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.

Execution of the program was responsive to fluctuating market conditions and valuations, liquidity needs and the expected return on investment compared to other opportunities.

The amount and timing of purchases was dependent on a variety of factors, including stock price, trading volume, general market conditions, legal and regulatory requirements, general business conditions, the level of cash flows, and corporate considerations determined by management and the Board, such as liquidity and capital needs and the availability of attractive alternative investment opportunities.

As of June 30, 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 332,599 shares were repurchased and retired for $ 4.0 million during the nine months ended June 30, 2025.

There were no shares repurchased under the Common Stock Repurchase Program for the three months ended June 30, 2025.

During the three and nine months ended June 30, 2024, 285,392 and 945,749 shares were repurchased and retired for $ 3.0 million and $ 9.0 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.

The Common Stock Repurchase Program expired on May 3, 2025.

Other Common Stock Repurchases

During the three months ended June 30, 2025, the Company used approximately $ 2.0 million to repurchase for cash 148,921 shares of its Class A Common Stock.

Such transactions were authorized separately from, and not considered a part of the Common Stock Repurchase Program.

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

Stock Compensation

12 unchanged sentences

Cancelled ( 141,421 ) 9.00

Outstanding as of March 31, 2025

Outstanding as of June 30, 2025

2,691,257 $ 9.68

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.

Three Months Ended March 31, 2025

Three Months Ended June 30, 2025

(in thousands) U.S.

12 unchanged sentences

Depreciation and amortization 2,651 2,156 — 4,807 3,196 8,003

Loss on sale or disposal of assets and other 17 — — 17 — 17

Other operating income — — — — ( 1,262 ) ( 1,262 )

Interest expense — 71 — 71 8,387 8,458

4 unchanged sentences

Income (loss) before income taxes $ 62,090 $ ( 27,377 ) $ 34,713

Three Months Ended March 31, 2024

Three Months Ended June 30, 2024

(in thousands) U.S.

13 unchanged sentences

(Gain) loss on sale or disposal of assets and other ( 2 ) 22 — 20 — 20

Other income — — — — ( 765 ) ( 765 )

Interest expense — — — — 3,539 3,539

Interest income — ( 370 ) ( 605 ) ( 975 ) ( 1,956 ) ( 2,931 )

Equity in net income of unconsolidated affiliates — — ( 1,719 ) ( 1,719 ) — ( 1,719 )

Other expense (income) — 1 14 15 ( 180 ) ( 165 )

Equity in net (income) loss of unconsolidated affiliates — — ( 1,406 ) ( 1,406 ) 143 ( 1,263 )

Other (income) expense — ( 184 ) 12 ( 172 ) ( 19 ) ( 191 )

Segment contribution $ 36,087 $ 10,341 $ 1,999 $ 48,427

Income (loss) before income taxes $ 48,427 $ ( 25,427 ) $ 23,000

Six Months Ended March 31, 2025

Nine Months Ended June 30, 2025

(in thousands) U.S.

13 unchanged sentences

Loss on sale or disposal of assets and other 17 8 — 25 — 25

Other operating income — — — — ( 1,262 ) ( 1,262 )

Interest expense — 71 — 71 14,815 14,886

1 unchanged sentence

Equity in net (income) loss of unconsolidated affiliates — — ( 4,898 ) ( 4,898 ) 718 ( 4,180 )

Other (income) loss ( 7 ) ( 208 ) — ( 215 ) 1,128 913

Other expense (income) ( 7 ) ( 220 ) — ( 227 ) 604 377

Segment contribution $ 147,658 $ 34,592 $ 6,701 $ 188,951

Income (loss) before income taxes $ 188,951 $ ( 78,442 ) $ 110,509

Six Months Ended March 31, 2024

Nine Months Ended June 30, 2024

(in thousands) U.S.

13 unchanged sentences

(Gain) loss on sale or disposal of assets and other ( 6 ) ( 240 ) — ( 246 ) 97 ( 149 )

Other income — — — — ( 765 ) ( 765 )

Other operating income — — — — ( 765 ) ( 765 )

Interest expense — — — — 10,381 10,381

Interest income — ( 1,398 ) ( 1,811 ) ( 3,209 ) ( 5,243 ) ( 8,452 )

Equity in net income of unconsolidated affiliates — — ( 2,872 ) ( 2,872 ) — ( 2,872 )

Equity in net (income) loss of unconsolidated affiliates — — ( 4,278 ) ( 4,278 ) 143 ( 4,135 )

Other (income) expense — ( 231 ) 27 ( 204 ) ( 423 ) ( 627 )

5 unchanged sentences

Corporate Items Total

As of March 31, 2025

As of June 30, 2025

Pawn loans $ 221,059 $ 70,575 $ — $ — $ 291,634

2 unchanged sentences

Total assets 1,348,466 367,625 81,649 85,328 1,883,068

As of March 31, 2024

As of June 30, 2024

Pawn loans $ 199,277 $ 62,443 $ — $ — $ 261,720

9 unchanged sentences

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

(in thousands) March 31, 2025 March 31, 2024 September 30, 2024

(in thousands) June 30, 2025 June 30, 2024 September 30, 2024

Gross pawn service charges receivable $ 59,297 $ 53,532 $ 57,544

21 unchanged sentences

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

Six Months Ended

Nine Months Ended

(in thousands) 2025 2024

1 unchanged sentence

Cash and cash equivalents at beginning of period $ 170,513 $ 220,595

Restricted cash at beginning of period 9,294 8,373

Short-term restricted cash at beginning of period 9,294 8,373

Total cash and cash equivalents and restricted cash at beginning of period $ 179,807 $ 228,968

Cash and cash equivalents at end of period $ 472,088 $ 218,038

Restricted cash at end of period 9,499 8,581

Short-term restricted cash at end of period 9,609 9,204

Long-term restricted cash at end of period 5,380 —

Total cash and cash equivalents and restricted cash at end of period $ 487,077 $ 227,242

1 unchanged sentence

Pawn loans forfeited and transferred to inventory $ 311,702 $ 276,101

Accrued debt issuance costs 2,231 —

Settlement of 2025 Convertible Notes in shares of common stock 96,902 —

Accrued acquisition consideration 6,757 741

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