Item 1. Financial Statements
ITEM 1. FINANCIAL STATEMENTS
EZCORP, Inc.
CONDENSED CONSOLIDATED BALANCE SHEETS
(Unaudited)
(in thousands, except per share amount) December 31, 2025 December 31, 2024 September 30, 2025
Assets:
Current assets:
Cash and cash equivalents $ 465,911 $ 174,506 $ 469,524
Short-term restricted cash 5,351 9,386 525
Pawn loans 314,353 274,824 307,496
Pawn service charges receivable, net 50,108 45,198 48,733
Inventory, net
253,446 199,481 248,457
Prepaid expenses and other current assets 56,210 36,562 51,221
Total current assets 1,145,379 739,957 1,125,956
Investments in unconsolidated affiliates 25,717 13,555 18,123
Other investments 51,883 51,903 51,903
Property and equipment, net 74,871 63,231 75,331
Right-of-use assets, net 237,637 227,810 236,462
Long-term restricted cash 14,859 — 14,664
Goodwill 331,083 304,722 324,889
Intangible assets, net 59,581 57,093 58,832
Deferred tax asset, net 29,548 24,990 29,455
Other assets, net 16,922 15,872 15,594
Total assets $ 1,987,480 $ 1,499,133 $ 1,951,209
Liabilities and equity:
Current liabilities:
Current maturities of long-term debt, net $ — $ 103,205 $ —
Accounts payable, accrued expenses and other current liabilities 95,526 68,682 105,443
Customer layaway deposits 33,064 24,216 33,901
Operating lease liabilities, current 61,459 57,900 61,228
Total current liabilities 190,049 254,003 200,572
Long-term debt, net 518,555 224,505 518,076
Deferred tax liability, net 2,571 2,186 2,571
Operating lease liabilities 185,507 182,228 184,736
Other long-term liabilities 20,099 12,317 19,769
Total liabilities 916,781 675,239 925,724
Commitments and contingencies (Note 10)
Stockholders’ equity:
Class A Non-Voting Common Stock, par value $ 0.01 per share; shares authorized: 100,000,000 ; issued and outstanding: 58,724,555 as of December 31, 2025; 52,050,550 as of December 31, 2024; 57,921,451 as of September 30, 2025
587 520 579
Class B Voting Common Stock, convertible, par value $ 0.01 per share; shares authorized: 3,000,000 ; issued and outstanding: 2,970,171 as of December 31, 2025, December 31, 2024 and September 30, 2025
30 30 30
Additional paid-in capital 447,935 345,783 450,892
Retained earnings 656,991 536,427 612,687
Accumulated other comprehensive loss ( 34,844 ) ( 58,866 ) ( 38,703 )
Total equity 1,070,699 823,894 1,025,485
Total liabilities and equity $ 1,987,480 $ 1,499,133 $ 1,951,209
See accompanying notes to unaudited condensed consolidated financial statements.
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EZCORP, Inc.
CONDENSED CONSOLIDATED STATEMENTS OF OPERATIONS
(Unaudited)
Three Months Ended
December 31,
(in thousands, except per share amount) 2025 2024
Revenues:
Merchandise sales $ 210,147 $ 186,343
Jewelry scrap sales 39,908 16,732
Pawn service charges 131,917 117,052
Other revenues 47 43
Total revenues 382,019 320,170
Merchandise cost of goods sold 132,756 121,824
Jewelry scrap cost of goods sold 26,297 12,942
Gross profit 222,966 185,404
Operating expenses:
Store expenses 126,772 110,936
General and administrative 26,743 24,184
Depreciation and amortization 8,756 8,335
Loss on sale or disposal of assets and other 87 8
Total operating expenses 162,358 143,463
Operating income 60,608 41,941
Interest expense 8,166 3,147
Interest income ( 4,814 ) ( 2,093 )
Equity in net income of unconsolidated affiliates ( 1,823 ) ( 1,475 )
Other (income) expense ( 92 ) 978
Income before income taxes 59,171 41,384
Income tax expense 14,867 10,368
Net income $ 44,304 $ 31,016
Basic earnings per share $ 0.72 $ 0.57
Diluted earnings per share $ 0.55 $ 0.40
Weighted-average basic shares outstanding 61,243 54,827
Weighted-average diluted shares outstanding 83,282 83,347
See accompanying notes to unaudited condensed consolidated financial statements.
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EZCORP, Inc.
CONDENSED CONSOLIDATED STATEMENTS OF COMPREHENSIVE INCOME
(Unaudited)
Three Months Ended
December 31,
(in thousands) 2025 2024
Net income $ 44,304 $ 31,016
Other comprehensive income:
Foreign currency translation adjustment, net of income tax (expense) for our investment in unconsolidated affiliate of $( 81 ) and $( 106 ) for the three months ended December 31, 2025, and 2024, respectively.
3,859 ( 7,319 )
Comprehensive income $ 48,163 $ 23,697
See accompanying notes to unaudited condensed consolidated financial statements.
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EZCORP, Inc.
CONDENSED CONSOLIDATED STATEMENTS OF STOCKHOLDERS’ EQUITY
(Unaudited)
Common Stock Additional
Paid-in
Capital Retained
Earnings Accumulated
Other
Comprehensive Loss Total Stockholders’ Equity
(in thousands) Shares Par Value
Balances as of September 30, 2025 60,892 $ 609 $ 450,892 $ 612,687 $ ( 38,703 ) $ 1,025,485
Stock compensation — — 3,397 — — 3,397
Release of restricted stock, net of shares withheld for taxes 803 8 ( 8 ) — — —
Taxes paid related to net share settlement of equity awards — — ( 6,346 ) — — ( 6,346 )
Foreign currency translation gain — — — — 3,859 3,859
Net income — — — 44,304 — 44,304
Balances as of December 31, 2025 61,695 $ 617 $ 447,935 $ 656,991 $ ( 34,844 ) $ 1,070,699
Common Stock Additional
Paid-in
Capital Retained
Earnings Accumulated
Other
Comprehensive Loss Total Stockholders’ Equity
(in thousands) Shares Par Value
Balances as of September 30, 2024 54,553 $ 546 $ 348,366 $ 507,206 $ ( 51,547 ) $ 804,571
Stock compensation — — 2,597 — — 2,597
Release of restricted stock, net of shares withheld for taxes 718 7 ( 7 ) — — —
Taxes paid related to net share settlement of equity awards — — ( 3,971 ) — — ( 3,971 )
Foreign currency translation loss — — — — ( 7,319 ) ( 7,319 )
Purchase and retirement of treasury stock ( 250 ) ( 3 ) ( 1,202 ) ( 1,795 ) — ( 3,000 )
Net income — — — 31,016 — 31,016
Balances as of December 31, 2024 55,021 $ 550 $ 345,783 $ 536,427 $ ( 58,866 ) $ 823,894
See accompanying notes to unaudited condensed consolidated financial statements.
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EZCORP, Inc.
CONDENSED CONSOLIDATED STATEMENTS OF CASH FLOWS
(Unaudited)
Three Months Ended
December 31,
(in thousands) 2025 2024
Operating activities:
Net income $ 44,304 $ 31,016
Adjustments to reconcile net income to net cash flows from operating activities:
Depreciation and amortization 8,756 8,335
Amortization of deferred financing costs 479 382
Non-cash lease expense 15,666 14,421
Deferred income taxes 93 478
Other adjustments ( 874 ) ( 617 )
Provision for inventory reserve 429 59
Stock compensation expense 3,397 2,597
Equity in net income from investment in unconsolidated affiliates ( 1,823 ) ( 1,475 )
Changes in operating assets and liabilities, net of business acquisitions:
Pawn service charges receivable ( 1,020 ) ( 1,368 )
Inventory ( 1,816 ) ( 2,384 )
Prepaid expenses, other current assets and other assets ( 1,352 ) 1,375
Accounts payable, accrued expenses and other liabilities ( 39,357 ) ( 38,737 )
Customer layaway deposits ( 1,065 ) 2,909
Income taxes 13,329 9,000
Net cash provided by operating activities 39,146 25,991
Investing activities:
Loans made ( 272,746 ) ( 247,225 )
Loans repaid 152,230 135,190
Recovery of pawn loan principal through sale of forfeited collateral 115,522 101,850
Capital expenditures, net ( 7,455 ) ( 5,609 )
Acquisitions, net of cash acquired ( 9,147 ) —
Issuance of notes receivable ( 4,000 ) —
Investment in unconsolidated affiliate ( 7,172 ) —
Dividends from unconsolidated affiliates 1,810 1,902
Other — ( 148 )
Net cash used in investing activities ( 30,958 ) ( 14,040 )
Financing activities:
Taxes paid related to net share settlement of equity awards ( 6,346 ) ( 3,971 )
Purchase and retirement of treasury stock — ( 3,000 )
Payments of finance leases ( 174 ) ( 131 )
Net cash used in financing activities ( 6,520 ) ( 7,102 )
Effect of exchange rate changes on cash and cash equivalents and restricted cash ( 260 ) ( 764 )
Net increase in cash, cash equivalents and restricted cash 1,408 4,085
Cash and cash equivalents and restricted cash at beginning of period 484,713 179,807
Cash and cash equivalents and restricted cash at end of period $ 486,121 $ 183,892
See accompanying notes to unaudited condensed consolidated financial statements.
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Notes to Condensed Consolidated Financial Statements
(Unaudited)
NOTE 1: ORGANIZATION AND SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES
Description of Business
EZCORP, Inc. (collectively with its subsidiaries, the “Company,” “we,” “us,” or “our”) is a provider of pawn loans in the United States (“U.S.”) and Latin America. Pawn loans are non-recourse loans collateralized by tangible property. We also sell merchandise, primarily collateral forfeited from pawn lending operations and pre-owned merchandise purchased from customers.
Basis of Presentation
The accompanying interim unaudited condensed consolidated financial statements (“Condensed Consolidated Financial Statements”) have been prepared in accordance with U.S. generally accepted accounting principles (“U.S. GAAP”) for interim financial information and with the instructions to Form 10-Q and Article 10-01 of Regulation S-X. Accordingly, they do not include all of the information and footnotes required by U.S. GAAP for complete financial statements.
These Condensed Consolidated Financial Statements should be read in conjunction with the audited consolidated financial statements and related notes contained in our Annual Report on Form 10-K for the year ended September 30, 2025, filed with the Securities and Exchange Commission (“SEC”) on November 13, 2025 (“2025 Annual Report”).
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 periods presented are not necessarily indicative of results that may be expected for the fiscal year ending September 30, 2026 or any other period due, in part, to seasonal variations.
Beginning in the first quarter of fiscal 2026, following a review of segment expenses to better align direct operating expenses with the respective segments, we modified our methodology for allocating certain expenses used in evaluating financial and segment performance and resource allocation. Specifically, we no longer allocate certain administrative expenses to our Latin America Pawn and U.S. Pawn segments; these costs are now reported within the "General and administrative" line in our Condensed Consolidated Statements of Operations.
We have recast the Condensed Consolidated Statements of Operations and segment contribution for prior periods to conform to this methodology. This resulted in a classification change of certain expenses totalling $ 5.5 million from Store expenses to General and administrative for the three months ended December 31, 2024. Additionally, segment contribution no longer includes certain administrative allocations to segments; these costs are now included within Corporate. Refer to Note 11: Segment Information.
There was no impact to Total operating expenses, Operating income, or Net income on our Condensed Consolidated Statements of Operations.
Summary of Significant Accounting Policies
There were no material changes to our significant accounting policies during the three months ended December 31, 2025 from the policies described in our 2025 Annual Report.
Use of Estimates and Assumptions
The preparation of financial statements in conformity with U.S. GAAP requires management to make estimates and assumptions that affect the reported amounts of assets and liabilities and disclosure of contingent assets and liabilities at the date of the financial statements and the reported amounts of revenues and expenses during the reporting period. Such estimates and assumptions include the determination of inventory reserves, expected credit losses, useful lives of long-lived and intangible assets, valuation of share-based compensation, valuation of equity investments, valuation of deferred tax assets and liabilities, loss contingencies related to litigation and discount rates used for operating leases. We base our estimates on historical experience, observable trends and various other assumptions we believe are reasonable. Actual results may differ materially from these estimates under different assumptions or conditions.
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Merchandise Sales Revenues Recognition
Customer layaway deposits are recorded as liabilities when a customer provides a deposit for merchandise. Upon cancellation, customer layaway deposits are generally refundable, less a cancellation fee, via credit slip. Our customer layaway deposits balance as of December 31, 2025, 2024 and September 30, 2025 was $ 33.1 million, $ 24.2 million and $ 33.9 million, respectively, and are generally recognized as revenues within a one-year period.
Recently Issued Accounting Pronouncements
In December 2023, the FASB issued ASU 2023-09, Income Taxes (Topic 740): Improvements to Income Tax Disclosures (“ASU 2023-09”). ASU 2023-09 requires disclosure of specific categories and disaggregation of information in the rate reconciliation table. The ASU also requires disclosure of disaggregated information related to income taxes paid, income or loss from continuing operations before income tax expense or benefit and income tax expense or benefit from continuing operations. The requirements of this ASU 2023-09 are effective for the Company for annual periods beginning after December 15, 2024. Early adoption is permitted, and the amendments should be applied on a prospective basis. Retrospective application is permitted. The adoption of this ASU is expected to only impact disclosures with respect to the Company’s consolidated financial statements.
In November 2024, the FASB issued ASU 2024-03, Income Statement—Reporting Comprehensive Income—Expense Disaggregation Disclosures (Subtopic 220-40): Disaggregation of Income Statement Expenses (“ASU 2024-03”). Additionally, in January 2025, the FASB issued ASU 2025-01 to clarify the effective date of ASU 2024-03. ASU 2024-03 requires disclosure in the notes to the financial statements of specified information about certain costs and expenses. 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. 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.
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 September 2025, the FASB issued ASU 2025-06, Intangibles - Goodwill and Other - Internal-use Software: Targeted Improvements to the Accounting for Internal-use Software which amends the guidance in ASC 350-40, Intangibles-Goodwill and Other-Internal-Use Software. The amendments modernize the recognition and disclosure framework for internal-use software costs, removing the previous “development stage” model and introducing a more judgment-based approach. ASU 2025-06 is effective for fiscal years beginning after December 15, 2027 with early adoption permitted. We are currently evaluating the impact of this standard on our consolidated financial statements and related disclosures.
In November 2025, the FASB issued ASU 2025-08, Financial Instruments - Credit Losses (Topic 326): Purchased Loans. ASU 2025-08 expands the use of the gross up method to certain acquired loans. Purchased season loans will be accounted for using the gross-up approach. The ASU is effective for fiscal years beginning after December 15, 2026, including interim periods within those fiscal years. We are currently evaluating the impact of this standard on our consolidated financial statements and related disclosures.
In December 2025, the FASB issued ASU 2025-11, Interim Reporting (Topic 270), which clarifies the scope of interim reporting requirements and introduces a principles-based framework for disclosure of material events occurring after the most recent annual period. The ASU also consolidates interim disclosure requirements from other Codification topics into ASC 270. The guidance is effective for interim periods beginning after December 15, 2027, with early adoption permitted. We are currently evaluating the impact of this standard on our interim reporting disclosures.
NOTE 2: ACQUISITIONS
There were no material acquisitions during the three months ended December 31, 2025 and 2024. Refer to Note 13: Subsequent Events for acquisitions that closed after the Balance Sheet date.
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NOTE 3: GOODWILL
The following table summarizes the changes in the carrying amount of goodwill by segment and in total:
(in thousands) U.S. Pawn Latin America Pawn Consolidated
Balance as of September 30, 2025 $ 268,063 $ 56,826 $ 324,889
Acquisitions (a)
3,558 1,692 5,250
Effect of foreign currency translation changes — 944 944
Balance as of December 31, 2025 $ 271,621 $ 59,462 $ 331,083
(a) Amount represents goodwill recognized in connection with acquisitions during the three months ended December 31, 2025 that were immaterial, individually and in the aggregate, and we have therefore omitted certain disclosures in this Form 10-Q.
(in thousands) U.S. Pawn Latin America Pawn Consolidated
Balance as of September 30, 2024 $ 264,428 $ 42,050 $ 306,478
Effect of foreign currency translation changes — ( 1,756 ) ( 1,756 )
Balance as of December 31, 2024 $ 264,428 $ 40,294 $ 304,722
NOTE 4: EARNINGS PER SHARE
The following table reconciles the number of common shares used to compute basic and diluted earnings per share attributable to EZCORP Inc., shareholders:
Three Months Ended
December 31,
(in thousands, except per share amounts) 2025 2024
Basic earnings per common share:
Net income - basic $ 44,304 $ 31,016
Weighted shares outstanding - basic 61,243 54,827
Basic earnings per common share $ 0.72 $ 0.57
Diluted earnings per common share:
Net income - basic $ 44,304 $ 31,016
Add: Convertible Notes interest expense, net of tax* 1,878 2,439
Net income - diluted $ 46,182 $ 33,455
Weighted shares outstanding - basic 61,243 54,827
Equity-based compensation awards - effect of dilution** 1,562 1,541
Convertible Notes - effect of dilution*** 20,477 26,979
Weighted shares outstanding - diluted 83,282 83,347
Diluted earnings per common share $ 0.55 $ 0.40
Potential common shares excluded from the calculation of diluted earnings per common share above:
Restricted stock**** 1,151 1,437
* The Company’s convertible debt for the three months ended December 31, 2025 consists of the 3.750 % Convertible Senior Notes Due 2029 (the “2029 Convertible Notes”) and, for the three months ended December 31, 2024, also includes the 2.375 % Convertible Senior Notes Due 2025 (the “2025 Convertible Notes”).
** 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.
*** Approximately 6.5 million of weighted average shares were included for the three months ended December 31, 2024 related to the 2025 Convertible Notes, which were settled in the third quarter of fiscal 2025 with a combination of cash and shares.
**** 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.
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NOTE 5: LEASES
We determine if a contract contains a lease at inception. Our lease portfolio consists primarily of operating leases for pawn store locations and corporate offices with lease terms ranging from five to ten years and finance leases for vehicles with lease terms ranging from two to five years .
The table below presents balances of our lease assets and liabilities and their balance sheet locations for both operating and financing leases:
(in thousands) Balance Sheet Location December 31, 2025 December 31, 2024 September 30, 2025
Lease assets:
Operating lease right-of-use assets Right-of-use assets, net $ 237,637 $ 227,810 $ 236,462
Financing lease assets Other assets, net 1,229 1,340 1,075
Total lease assets $ 238,866 $ 229,150 $ 237,537
Lease liabilities:
Current:
Operating lease liabilities Operating lease liabilities, current $ 61,459 $ 57,900 $ 61,228
Financing lease liabilities Accounts payable, accrued expenses and other current liabilities 760 556 643
Total current lease liabilities $ 62,219 $ 58,456 $ 61,871
Non-current:
Operating lease liabilities Operating lease liabilities $ 185,507 $ 182,228 $ 184,736
Financing lease liabilities Other long-term liabilities 607 907 573
Total non-current lease liabilities $ 186,114 $ 183,135 $ 185,309
Total lease liabilities $ 248,333 $ 241,591 $ 247,180
The table below provides major components of our lease costs:
Three Months Ended
December 31,
(in thousands) 2025 2024
Operating lease cost:
Operating lease cost* $ 20,861 $ 19,969
Variable lease cost 5,033 3,293
Total operating lease cost $ 25,894 $ 23,262
Financing lease cost:
Amortization of financing lease assets $ 157 $ 139
Interest on financing lease liabilities 37 44
Total financing lease cost $ 194 $ 183
Total lease cost $ 26,088 $ 23,445
*Includes a reduction for sublease rental income of $ 0.7 million and $ 0.6 million for the three months ended December 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. Cash paid for operating leases was $ 21.2 million and $ 20.0 million for the three months ended December 31, 2025 and 2024, respectively.
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The weighted-average term and discount rates for leases are as follows:
Three Months Ended
December 31,
2025 2024
Weighted-average remaining lease term (years):
Operating leases 5.11 5.02
Financing leases 2.14 2.80
Weighted-average discount rate:
Operating leases 8.95 % 8.40 %
Financing leases 11.90 % 11.14 %
As of December 31, 2025, maturities of lease liabilities under ASC 842 by fiscal year were as follows:
(in thousands) Operating Leases Financing Leases
Remaining 2026 $ 61,114 $ 669
Fiscal 2027 70,249 615
Fiscal 2028 53,739 150
Fiscal 2029 39,037 102
Fiscal 2030 26,938 27
Thereafter 59,375 —
Total lease liabilities $ 310,452 $ 1,563
Less: portion representing imputed interest 63,486 196
Total net lease liabilities $ 246,966 $ 1,367
Less: current portion 61,459 760
Total long-term net lease liabilities
$ 185,507 $ 607
We recorded $ 15.8 million and $ 18.2 million in non-cash additions to our operating right-of-use assets and lease liabilities for the three months ended December 31, 2025 and 2024, respectively.
NOTE 6: STRATEGIC INVESTMENTS
Cash Converters International Limited
As of December 31, 2025, we owned 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. During the three months ended December 31, 2025, we acquired an additional 35,780,747 shares for $ 7.1 million bringing our total shares owned to 309,719,904 shares. This additional investment did not increase our ownership percentage in Cash Converters.
We received cash dividends from Cash Converters of $ 1.8 million and $ 1.9 million during the three months ended December 31, 2025 and 2024, respectively.
During the three months ended December 31, 2025 and 2024, we recorded our share of income of $ 1.8 million and $ 1.6 million, respectively, from Cash Converters, included in “Equity in net income of unconsolidated affiliates” in the Condensed Consolidated Statements of Operations.
See Note 7: Fair Value Measurements for the fair value and carrying value of our investment in Cash Converters.
Founders One, LLC
In fiscal 2022, we invested $ 15.0 million in exchange for a non-redeemable voting participating preferred equity interest in Founders One, LLC (“Founders”), a then newly-formed entity with one other member. In fiscal 2023, we contributed an additional $ 15.0 million associated with our preferred interest and loaned Founders $ 15.0 million in exchange for a Demand Promissory Note secured by the common interest held by the other member. In fiscal 2024, we contributed an additional $ 15.0 million associated with our preferred interest, bringing our total preferred equity investment in Founders to $ 45.0 million.
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Our preferred equity investment in Founders, a variable interest entity, is accounted for utilizing the measurement alternative within ASC 321, Investments — Equity Securities. As of December 31, 2025, our $ 45.0 million carrying value of the preferred equity investment and $ 29.3 million in Demand Promissory Notes (including accrued interest) are included in “Other investments” and “Prepaid expenses and other current assets” in our Condensed Consolidated Balance Sheets, respectively. As of December 31, 2025, our maximum exposure for losses related to our investment in Founders was our $ 45.0 million preferred equity investment and $ 29.3 million in Demand Promissory Notes (including accrued interest).
Subsequent to the Balance Sheet date, on January 2, 2026, we acquired a controlling interest in Founders. See Note 13: Subsequent Events .
See Note 7: Fair Value Measurements for the fair value and carrying value of our loan to Founders.
NOTE 7: FAIR VALUE MEASUREMENTS
The fair value of a financial instrument is the amount that could be received upon the sale of an asset or paid to transfer a liability in an orderly transaction between market participants at the measurement date. The fair value hierarchy prioritizes the quality and reliability of the information used to determine fair values. Categorization within the fair value hierarchy is based on the lowest level of input that is significant to the fair value measurement. The fair value hierarchy is defined into the following three categories:
• Level 1 — Quoted market prices in active markets for identical assets or liabilities.
• Level 2 — Other observable market-based inputs or unobservable inputs that are corroborated by market data.
• Level 3 — Unobservable inputs that are not corroborated by market data.
We have elected not to measure at fair value any eligible items for which fair value measurement is optional.
There were no transfers in or out of Level 1, Level 2 or Level 3 for financial assets or liabilities measured at fair value on a recurring basis during the periods presented.
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Financial Assets and Liabilities Not Measured at Fair Value
The tables below present our estimates of fair value of financial assets and liabilities that were not measured at fair value:
Carrying Value Estimated Fair Value
December 31, 2025 December 31, 2025 Fair Value Measurement Using
(in thousands) Level 1 Level 2 Level 3
Financial assets:
Promissory note receivable from Founders $ 29,329 $ 29,329 $ — $ — $ 29,329
Investments in unconsolidated affiliates 25,717 71,388 70,203 — 1,185
Financial liabilities:
2029 Convertible Notes $ 225,523 $ 459,689 $ — $ 459,689 $ —
2032 Senior Notes 293,032 319,404 — 319,404 —
Carrying Value Estimated Fair Value
December 31, 2024 December 31, 2024 Fair Value Measurement Using
(in thousands) Level 1 Level 2 Level 3
Financial assets:
Promissory note receivable from Founders $ 16,317 $ 16,317 $ — $ — $ 16,317
Investments in unconsolidated affiliates 13,555 43,328 42,478 — 850
Financial liabilities:
2025 Convertible Notes $ 103,205 $ 102,339 $ — $ 102,339 $ —
2029 Convertible Notes 224,505 289,887 — 289,887 —
Carrying Value Estimated Fair Value
September 30, 2025 September 30, 2025 Fair Value Measurement Using
(in thousands) Level 1 Level 2 Level 3
Financial assets:
Promissory note receivable from Founders $ 24,369 $ 24,369 $ — $ — $ 24,369
Investments in unconsolidated affiliates 18,123 59,729 58,573 — 1,156
Financial liabilities:
2029 Convertible Notes $ 225,258 $ 422,931 $ — $ 422,931 $ —
2032 Senior Notes 292,818 320,734 — 320,734 —
Based primarily on the short-term nature of cash and cash equivalents, pawn loans, pawn service charges receivable and other liabilities, we estimate that their carrying value approximates fair value. We consider our cash and cash equivalents to be measured using Level 1 inputs and our pawn loans, pawn service charges receivable and other liabilities to be measured using Level 3 inputs. Significant increases or decreases in the underlying assumptions used to value pawn loans, pawn service charges receivable, consumer loans, fees and interest receivable and other debt could significantly increase or decrease these fair value estimates.
As described in Note 6: Strategic Investments, we have loans outstanding to Founders in exchange for Demand Promissory Notes secured by the common interest in Founders held by the other member. As of December 31, 2025, the interest rate on the notes was 15.0 % per annum, and all principal and accrued interest is due on demand. Based primarily on the short-term nature of the notes, we estimate that its carrying value approximates fair value as of December 31, 2025. Subsequent to the Balance Sheet date, on January 2, 2026, we acquired a controlling interest in Founders. See Note 13: Subsequent Events .
We use the equity method of accounting to account for our ownership interest in Cash Converters. The inputs used to generate the fair value of the investment in Cash Converters were considered Level 1 inputs. These inputs consist of (a) the quoted stock price on the Australian Stock Exchange multiplied by (b) the number of shares we owned multiplied by (c) the applicable foreign currency exchange rate as of the end of our reporting period. We included no control premium for owning a large percentage of outstanding shares.
We measured the fair value of the 2025 Convertible Notes, 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. As the quoted price inputs are highly variable from day to day, the fair value estimates disclosed above could significantly increase or decrease.
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NOTE 8: DEBT
The following table presents the Company's debt instruments outstanding:
December 31, 2025 December 31, 2024 September 30, 2025
(in thousands) Gross Amount Deferred Financing Costs Carrying Amount Gross Amount Deferred Financing Costs Carrying Amount Gross Amount Deferred Financing Costs Carrying Amount
2032 Senior Notes $ 300,000 $ ( 6,968 ) $ 293,032 $ — $ — $ — $ 300,000 $ ( 7,182 ) $ 292,818
2029 Convertible Notes 230,000 ( 4,477 ) 225,523 230,000 ( 5,495 ) 224,505 230,000 ( 4,742 ) 225,258
2025 Convertible Notes — — — 103,373 ( 168 ) 103,205 — — —
Total $ 530,000 $ ( 11,445 ) $ 518,555 $ 333,373 $ ( 5,663 ) $ 327,710 $ 530,000 $ ( 11,924 ) $ 518,076
Less current portion — — — 103,373 ( 168 ) 103,205 — — —
Total long-term debt $ 530,000 $ ( 11,445 ) $ 518,555 $ 230,000 $ ( 5,495 ) $ 224,505 $ 530,000 $ ( 11,924 ) $ 518,076
The following table presents the Company’s interest expense related to its debt for the three months ended December 31, 2025 and 2024:
Three Months Ended
December 31,
(in thousands) 2025 2024
2032 Senior Notes:
Contractual interest expense $ 5,531 $ —
Amortization of deferred financing costs 214 —
Total interest expense $ 5,745 $ —
2029 Convertible Notes:
Contractual interest expense $ 2,156 $ 2,156
Amortization of deferred financing costs 265 249
Total interest expense $ 2,421 $ 2,405
2025 Convertible Notes:
Contractual interest expense $ — $ 614
Amortization of deferred financing costs — 133
Total interest expense $ — $ 747
As of December 31, 2025, the Company was in compliance with all covenants related to the 2032 Senior Notes.
The reported sale price of our Class A Common Stock was greater than or equal to 130 % of the applicable conversion price for the 2029 Convertible Notes for at least 20 trading days in the 30 consecutive trading days ended on December 31, 2025. As a result, the 2029 Convertible Notes are convertible at the option of the holders during the fiscal quarter ending March 31, 2026.
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NOTE 9: COMMON STOCK AND STOCK COMPENSATION
Common Stock Repurchase Program
On November 11, 2025, the Company’s Board of Directors (the “Board”) authorized the repurchase of up to $ 50 million of our Class A Non-Voting common shares over the next three years (the “2026 Common Stock Repurchase Program”). During the three months ended December 31, 2025, the Company did not repurchase any shares under the 2026 Common Stock Repurchase Program.
The Board previously authorized a repurchase program on May 3, 2022 (the “2022 Common Stock Repurchase Program”) which expired on May 3, 2025. The 2022 Common Stock Repurchase Program authorized the repurchase of up to $ 50 million of our Class A Common Stock over three years . During the three months ended December 31, 2024, the Company repurchased and retired 250,463 shares for $ 3.0 million under the 2022 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. The repurchase amount is allocated between “Additional paid-in capital” and “Retained earnings” in our condensed consolidated balance sheets.
Stock Compensation
We maintain a Board-approved incentive plan to retain the services of our valued officers, directors and employees and to incentivize such persons to make contributions to our company and motivate excellent performance (the “Incentive Plan”). Under the Incentive Plan, we grant awards of restricted stock or restricted stock units to employees and non-employee directors. Awards granted to employees are typically subject to performance and service conditions. Awards granted to non-employee directors are time-based awards subject only to service conditions. Awards granted under the Incentive Plan are measured at the grant date fair value with compensation costs associated with the awards recognized over the requisite service period, usually the vesting period, on a straight-line basis.
The following table presents a summary of stock compensation activity:
Shares Weighted Average
Grant Date Fair Value
Outstanding as of September 30, 2025 2,321,840 $ 8.85
Granted 673,821 14.59
Released ( 1,159,937 ) 9.03
Outstanding as of December 31, 2025 1,835,724 $ 10.84
NOTE 10: COMMITMENTS AND CONTINGENCIES
Currently, and from time to time, we are involved in various claims, disputes, lawsuits, investigations, and legal and regulatory proceedings. We accrue for contingencies if it is probable that a liability has been incurred and the amount of the loss can be reasonably estimated. Because these matters are inherently unpredictable and unfavorable developments or resolutions can occur, assessing contingencies requires judgments and is highly subjective about future events, and the amount of resulting loss may differ from these estimates. We do not believe the resolution of any particular matter will have a material adverse effect on our financial condition, results of operations or liquidity.
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NOTE 11: SEGMENT INFORMATION
Our operations are primarily managed on a geographical basis and are comprised of three reportable segments. Our chief operating decision maker (“CODM”) is our chief executive officer. The CODM uses key financial information such as revenue growth, pawn service charges, segment gross profit, and segment contribution by comparing to and monitoring against budget and prior year results to evaluate segment performance and allocate resources.
We regularly monitor for changes in facts and circumstances that would necessitate changes in our determination of operating segments. As indicated in Note 1, our results below reflect our updated methodology used in allocating certain expenses beginning in the first quarter of fiscal 2026, and the results from the prior period presented have been recast to conform with the current presentation.
We currently report our segments as follows:
• U.S. Pawn — all pawn activities in the United States;
• Latin America Pawn — all pawn activities in Mexico and other parts of Latin America; and
• Other Investments — primarily our equity interest in Cash Converters and our investment in and notes receivable from Founders.
Corporate items include administrative expenses, depreciation and amortization, loss (gain) on sale or disposal of assets, interest income and expense and other (income) expense, and are not allocated between the segments. There are no inter-segment revenues presented below, and the amounts below were determined in accordance with the same accounting principles used in our consolidated financial statements.
The following income (loss) before income taxes tables present revenue for each reportable segment, disaggregated revenue within our reportable segments and Corporate, segment profits and segment contribution.
Three Months Ended December 31, 2025
(in thousands) U.S. Pawn Latin America Pawn Other Investments Total Segments Corporate Items Consolidated
Revenues:
Merchandise sales $ 139,042 $ 71,105 $ — $ 210,147 $ — $ 210,147
Jewelry scrap sales 35,514 4,394 — 39,908 — 39,908
Pawn service charges 95,174 36,743 — 131,917 — 131,917
Other revenues 30 17 — 47 — 47
Total revenues 269,760 112,259 — 382,019 — 382,019
Merchandise cost of goods sold 85,687 47,069 — 132,756 — 132,756
Jewelry scrap cost of goods sold 23,364 2,933 — 26,297 — 26,297
Gross profit 160,709 62,257 — 222,966 — 222,966
Segment and corporate expenses (income):
Store expenses 87,166 39,606 — 126,772 — 126,772
General and administrative — — — — 26,743 26,743
Depreciation and amortization 2,723 2,535 — 5,258 3,498 8,756
Loss on sale or disposal of assets and other 87 — — 87 — 87
Interest expense — — — — 8,166 8,166
Interest income — — ( 963 ) ( 963 ) ( 3,851 ) ( 4,814 )
Equity in net (income) of unconsolidated affiliates — — ( 1,823 ) ( 1,823 ) — ( 1,823 )
Other (income) — ( 23 ) — ( 23 ) ( 69 ) ( 92 )
Segment contribution $ 70,733 $ 20,139 $ 2,786 $ 93,658
Income (loss) before income taxes $ 93,658 $ ( 34,487 ) $ 59,171
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Three Months Ended December 31, 2024
(in thousands) U.S. Pawn Latin America Pawn Other Investments Total Segments Corporate Items Consolidated
Revenues:
Merchandise sales $ 128,800 $ 57,543 $ — $ 186,343 $ — $ 186,343
Jewelry scrap sales 15,498 1,234 — 16,732 — 16,732
Pawn service charges 87,876 29,176 — 117,052 — 117,052
Other revenues 27 16 — 43 — 43
Total revenues 232,201 87,969 — 320,170 — 320,170
Merchandise cost of goods sold 81,556 40,268 — 121,824 — 121,824
Jewelry scrap cost of goods sold 11,968 974 — 12,942 — 12,942
Gross profit 138,677 46,727 — 185,404 — 185,404
Segment and corporate expenses (income):
Store expenses 81,481 29,455 — 110,936 — 110,936
General and administrative — — — — 24,184 24,184
Depreciation and amortization 2,717 2,046 — 4,763 3,572 8,335
Loss on sale or disposal of assets and other — 8 — 8 — 8
Interest expense — — — — 3,147 3,147
Interest income — — ( 594 ) ( 594 ) ( 1,499 ) ( 2,093 )
Equity in net (income) loss of unconsolidated affiliates — — ( 1,623 ) ( 1,623 ) 148 ( 1,475 )
Other expense (income) ( 11 ) ( 71 ) — ( 82 ) 1,060 978
Segment contribution $ 54,490 $ 15,289 $ 2,217 $ 71,996
Income (loss) before income taxes $ 71,996 $ ( 30,612 ) $ 41,384
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The following table presents separately identified segment assets:
(in thousands) Pawn Loans Inventory Other
Investments Total
Assets as of December 31, 2025
U.S. Pawn $ 239,944 $ 190,902 $ — $ 430,846
Latin America Pawn 74,409 62,544 — 136,953
Total segment assets $ 567,799
Other Investments * — — 105,084 105,084
Total other assets 1,314,597
Total consolidated assets $ 1,987,480
Assets as of December 31, 2024
U.S. Pawn $ 220,208 $ 148,460 $ — $ 368,668
Latin America Pawn 54,616 51,021 — 105,637
Total segment assets $ 474,305
Other Investments * — — 80,242 80,242
Total other assets 944,586
Total consolidated assets $ 1,499,133
Assets as of September 30, 2025
U.S. Pawn $ 233,774 $ 185,640 $ — $ 419,414
Latin America Pawn 73,722 62,817 — 136,539
Total segment assets $ 555,953
Other Investments * — — 92,556 92,556
Total other assets 1,302,700
Total consolidated assets $ 1,951,209
* The CODM does not review Other Investments assets when assessing segment performance and allocating resources. As such, the asset balance for Other Investments is not included within the total segment assets caption. The Other Investments balance includes the investment in Cash Converters, refer to Note 7 for the investment value.
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NOTE 12: SUPPLEMENTAL CONSOLIDATED FINANCIAL INFORMATION
The following table provides supplemental information on net amounts included in our condensed consolidated balance sheets:
(in thousands) December 31, 2025 December 31, 2024 September 30, 2025
Gross pawn service charges receivable $ 63,494 $ 57,359 $ 63,348
Allowance for uncollectible pawn service charges receivable ( 13,386 ) ( 12,161 ) ( 14,615 )
Pawn service charges receivable, net $ 50,108 $ 45,198 $ 48,733
Gross inventory $ 257,467 $ 202,529 $ 252,049
Inventory reserves ( 4,021 ) ( 3,048 ) ( 3,592 )
Inventory, net $ 253,446 $ 199,481 $ 248,457
Prepaid expenses and other $ 11,878 $ 4,218 $ 9,429
Accounts receivable and other 13,429 13,945 15,106
Notes receivable 29,329 16,924 24,369
Income taxes prepaid and receivable 1,574 1,475 2,317
Prepaid expenses and other current assets $ 56,210 $ 36,562 $ 51,221
Property and equipment, gross $ 316,240 $ 280,953 $ 310,278
Accumulated depreciation ( 241,369 ) ( 217,722 ) ( 234,947 )
Property and equipment, net $ 74,871 $ 63,231 $ 75,331
Accounts payable $ 16,920 $ 14,822 $ 22,923
Accrued payroll 16,521 9,694 19,063
Incentive accrual 8,158 6,139 20,068
Accrued interest payable 5,891 769 13,763
Other payroll related expenses 8,406 5,525 5,704
Accrued sales and VAT taxes 5,523 4,782 4,377
Accrued income taxes payable 18,114 13,600 5,515
Other current liabilities 15,993 13,351 14,030
Accounts payable, accrued expenses and other current liabilities $ 95,526 $ 68,682 $ 105,443
The following table provides supplemental disclosure of condensed consolidated statements of cash flows information:
Three Months Ended
December 31,
(in thousands) 2025 2024
Supplemental disclosure of cash flow information
Cash and cash equivalents at beginning of period $ 469,524 $ 170,513
Short-term restricted cash at beginning of period 525 9,294
Long-term restricted cash at end of period 14,664 —
Total cash and cash equivalents and restricted cash at beginning of period $ 484,713 $ 179,807
Cash and cash equivalents at end of period $ 465,911 $ 174,506
Short-term restricted cash at end of period 5,351 9,386
Long-term restricted cash at end of period 14,859 —
Total cash and cash equivalents and restricted cash at end of period $ 486,121 $ 183,892
Non-cash investing and financing activities:
Pawn loans forfeited and transferred to inventory $ 116,540 $ 109,219
Accrued acquisition consideration $ 727 $ —
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NOTE 13: SUBSEQUENT EVENTS
Founders One Acquisition
On January 2, 2026, we acquired a controlling interest in Founders One, LLC (“Founders”) by exchanging our existing $ 45.0 million preferred equity investment and $ 10.0 million of demand promissory notes into common equity in Founders, and contributed an additional $ 9.4 million in cash. As a result, we now hold approximately 87.7 % of Founders’ outstanding common equity and expect to consolidate Founders in our financial statements beginning January 2, 2026.
Founders, through its subsidiary, Simple Management Group, Inc. (“SMG”), operates 105 pawn stores in the U.S. and 11 additional countries. The stores, which operate predominantly under the names “La Familia Pawn and Jewelry” and “CashWiz,” offer traditional pawn loans, buy/sell transactions, and, in Puerto Rico, auto pawn and auto title loans. Founders controls SMG with an 85.1 % ownership interest.
The preliminary purchase price allocation for this transaction has not yet been completed and is based on preliminary estimates that are subject to change as additional information becomes available. The total consideration transferred is estimated to be approximately $ 64.4 million, subject to final valuation. Final amounts, including tangible assets, identifiable intangible assets, and goodwill, will be disclosed in accordance with ASC 805 in future filings.
The acquisition was funded through a combination of the conversion of existing investments and cash on hand. In connection with the acquisition, we entered into a three-year , senior secured debt facility with SMG to provide $ 156.4 million in funding at 13 % per annum, replacing SMG’s third-party debt facility and debt owed to its shareholders and us. This intercompany debt will be eliminated upon consolidation.
El Bufalo Pawn Acquisition
On January 12, 2026, we closed the acquisition of 12 pawn stores in Texas operating under the name “El Bufalo Pawn” for approximately $ 27.5 million. The acquisition was funded by cash on hand. The preliminary purchase price allocation for this transaction has not yet been completed and is based on preliminary estimates that are subject to change as additional information becomes available. Final amounts, including tangible assets, identifiable intangible assets, and goodwill, will be disclosed in accordance with ASC 805 in future filings.
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Text extracted from the filing as submitted to EDGAR. Formatting, tables and exhibits are simplified for reading; the original document is authoritative for anything you rely on.