45 unchanged sentences
The final payments from AlphaCredit totaling $8.0 million were placed into escrow in 2019 pending resolution of the potential indemnity claim.
−Removed: The statute of limitations applicable to most of the pre-closing years has now expired, but AlphaCredit has informed us that they filed an amended return for 2016, which they claim extends the statute of limitations for that year.
+Added: The statute of limitations applicable to most of the pre-closing years has now expired, but AlphaCredit has informed us that they filed an amended return for 2016, which they claim extends the statute of limitations for that year to February 2027.
We are continuing to pursue release of the funds.
12 unchanged sentences
Cohen has agreed that, as a member of the Board of Directors, he will not participate in any Board vote regarding his position as Executive Chairman.
−Removed: We have a significant firearms business in the U.S., which exposes us to increased risks of regulatory fines and penalties, lawsuits and related liabilities.
+Added: We are in the firearms business in the U.S., which exposes us to increased risks of regulatory fines and penalties, lawsuits and related liabilities.
Some of our stores in the U.S.
44 unchanged sentences
As noted above, not all physical damage that we incur as a result of any such natural disaster will be covered by insurance due to policy deductibles and risk retentions.
−Removed: In addition, natural disasters could have a significant negative impact on our business beyond physical damage to property, including a reduction of our PLO, inventory, pawn service charges and merchandise sales.
+Added: In addition, natural disasters could have a significant negative impact on our business beyond physical damage to property, including a reduction of our PLO, inventory, PSC and merchandise sales.
Only limited portions, if any, of those negative impacts will be covered by applicable business interruption insurance policies.
18 unchanged sentences
Debt of Notes to Consolidated Financial Statements included in “Part II, Item 8 — Financial Statements and Supplementary Data.” If the conversion feature of any of those convertible notes is triggered, holders will be entitled to convert the notes at their option at any time during specified periods.
−Removed: If one or more holders elect to convert their notes, we may be required, or may choose, to settle the obligation through the payment of cash, which could adversely affect our liquidity.
−Removed: In addition, even if holders do not elect to convert their notes, we could be required under applicable accounting rules to reclassify all or a portion of the outstanding principal of the convertible notes as a current rather than long-term liability, which would result in a material reduction of our net working capital.
+Added: If one or more holders elect to convert their notes, we may settle the obligation through the payment of cash, which could adversely affect our liquidity.
Conversion of our convertible notes into stock may dilute the ownership interests of existing stockholders or may otherwise depress the price of our Class A Common Stock.
1 unchanged sentence
Any sales in the public market of such shares could adversely affect prevailing market prices of our Class A Common Stock.
−Removed: In addition, the existence of the convertible notes may encourage short selling by market participants because the conversion of such notes could be used to satisfy short positions, or anticipated conversion of the notes into shares of our Class A Common Stock could depress the price of our Class A Common Stock.
+Added: In addition, the existence of the convertible notes may encourage short selling by market participants
+Added: because the conversion of such notes could be used to satisfy short positions, or anticipated conversion of the notes into shares of our Class A Common Stock could depress the price of our Class A Common Stock.
We have a limited number of unreserved shares available for future issuance, which may limit our ability to conduct future financings and other transactions and our ability to offer equity awards to management.
5 unchanged sentences
Further, our ability to offer equity-based compensation to our management team may also be limited, which could adversely affect our ability to align management’s incentives with stockholders or attract and retain key management personnel.
+Added: Our incurrence of debt in the form of the 2032 Senior Notes could have a material adverse effect on our financial condition and results of operations
+Added: In March 2025, we issued $300.00 million aggregate principal amount of the Company’s 7.375% senior notes due 2032 (the “2032 Senior Notes”).
+Added: Debt of Notes to Consolidated Financial Statements included in “Part II, Item 8 — Financial Statements and Supplementary Data” of this Report.
+Added: The indebtedness could increase the cost of future financing or otherwise limit our ability to obtain financing, including the refinancing of existing debt.
+Added: The application of cash flow to repayment of our indebtedness could restrict funds available for other uses, including working capital, growth, and other general corporate purposes, which could adversely affect our financial condition and results of operations.
General Risks
11 unchanged sentences
A significant change in foreign currency exchange rates could have a material adverse impact on our earnings and financial position.
−Removed: We have foreign operations in Latin America (primarily Mexico, but also Guatemala, El Salvador and Honduras) and an equity investment in Australia.
+Added: We have foreign operations in Latin America with foreign exchange risk (Mexico, Guatemala, and Honduras) and an equity investment in Australia.
Our assets and investments in, and earnings and dividends from each of these countries must be translated to U.S.
21 unchanged sentences
and the General Law of Administrative Responsibility in Mexico.
−Removed: We are also subject to various laws and regulations designed to prevent money laundering or the financial support of terrorism or other illegal activity, including the USA PATRIOT Act and the Bank Secrecy Act in the U.S.
−Removed: and The Federal Law for the Prevention and Identification of Transactions with Funds From Illegal Sources in Mexico.
+Added: We are also subject to various laws and regulations designed to prevent money laundering or the financial support of terrorism or other illegal activity, including the USA PATRIOT Act and the Bank Secrecy Act in the U.S., The Federal Law for the Prevention and Identification of Transactions with Funds From Illegal Sources in Mexico, and various economic and trade sanctions laws and regulations, including those administered by the U.S.
+Added: Department of the Treasury’s Office of Foreign Assets Control.
See “Part I, Item 1 — Business — Regulation.” Further, our business is expanding in countries and regions that are less developed and are generally recognized as potentially more corrupt business and political environments.
21 unchanged sentences
We face other risks discussed under “ Part II, Item 7A — Quantitative and Qualitative Disclosures about Market Risk.
−Removed: CYBERSECURITY
−Removed: Cybersecurity Risk Management and Strategy
−Removed: We face various cybersecurity risks, including those related to unauthorized access to and misuse of data, system interruptions, ransomware, malicious software and other threats.
−Removed: Our cybersecurity program incorporates information technology, retail technology and customer products designed to mitigate cyber risks.
−Removed: Our security measures are customized to meet our unique business requirements and encompass firewalls, intrusion detection and prevention systems, encryption and multi-factor authentication.
−Removed: We also engage external experts to enhance and assess our cybersecurity measures in the form of maturity assessments, incident response, penetration testing and other advisory services.
−Removed: We adhere to the practices and standards outlined by the National Institute of Standards and Technology Cyber Security Framework.
−Removed: We employ continual monitoring of our systems and data, managed by an external detection and response firm.
−Removed: In the event of a cyber incident, we maintain an incident response plan coordinated across multiple departments.
−Removed: This strategy is designed for rapid and effective incident management to minimize operational disruption.
−Removed: Our response protocol includes steps for detection, containment, eradication, recovery and post-incident review, including impact on safety, data loss, operational disruption, cost and potential reputational damage.
−Removed: Recognizing our employees as a vital defense mechanism, we provide cybersecurity, privacy and information-handling training.
−Removed: Additionally, we conduct regular phishing exercises to enhance employee vigilance.
−Removed: Our educational programs aim to raise awareness about cyber risks and teach employees to safeguard the Company, our customers and themselves against cyber threats.
−Removed: These programs inform our workforce about the latest cybersecurity dangers and safe online practices, including secure access, phishing awareness, remote work security and reporting suspicious activities.
−Removed: Cybersecurity Governance and Oversight
−Removed: Our cybersecurity governance framework is structured to promote accountability and ongoing enhancement of cybersecurity measures.
−Removed: Management of the cybersecurity program involves cross-functional resources, our Cyber and Technology Risk Committee, an internal multi-departmental committee formed to address cyber and data privacy matters.
−Removed: The cybersecurity program is led by our Chief Information Security Officer (“CISO”) who reports to the Chief Legal Officer.
−Removed: The Internal Audit Department monitors and reviews our cybersecurity initiatives.
−Removed: The Board of Directors is responsible for overseeing and monitoring the material risks facing the Company.
−Removed: The Audit and Risk Committee of the Board is charged with overseeing our risk management framework, including cybersecurity risks.
−Removed: The CISO reports directly to the Audit and Risk Committee on cybersecurity risks on a quarterly basis.
−Removed: To date, we have not identified any cybersecurity threats or incidents that have had or are likely to have a material impact on our business, financial condition or results of operations.
−Removed: Nonetheless, the escalation of cybersecurity threats poses a risk to our systems, networks and products and services, which, despite our efforts to mitigate these risks, may not protect against all incidents.
−Removed: For a detailed discussion on how cybersecurity risks could materially impact our business, see “Part I, Item 1A — Risk Factors.”
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.