Legal Proceedings
−Removed: Mexico Investigation
−Removed: Table o f C o ntent s
−Removed: As previously disclosed, World Acceptance Corporation (the "Company") voluntarily contacted the U.S.
−Removed: Securities and Exchange Commission (“SEC”) and the U.S.
−Removed: Department of Justice (“DOJ”) in June 2017 to advise both agencies that an internal investigation of its operations in Mexico was underway.
−Removed: The Company has fully cooperated with both agencies.
−Removed: On August 6, 2020, the Company announced that it reached resolution with both the SEC and the DOJ regarding allegations primarily involving the Company’s former subsidiary in Mexico.
−Removed: In connection with the resolution of the investigations, the Company agreed to the terms contained in a Declination Letter with the DOJ, dated August 5, 2020 (the “Declination Letter”).
−Removed: Pursuant to the terms of the Declination Letter, the DOJ declined to prosecute the Company and closed its investigation into the Company citing as the bases for this decision, among other things, the following:
−Removed: prompt, voluntary self-disclosure of the misconduct;
−Removed: full and proactive cooperation in this matter (including its provision of all known relevant facts about the misconduct);
−Removed: and full remediation, including the additional FCPA training added to the Company’s compliance program, separation from executives under whom the misconduct took place;
−Removed: and discontinuing relationships with third parties in Mexico involved in the misconduct.
−Removed: The SEC approved the Offer of Settlement on August 6, 2020 and issued an Order Instituting Cease-and-Desist Proceedings Pursuant to Section 21C of the Securities Exchange Act of 1934, Making Findings, and Imposing a Cease-and-Desist Order (the “SEC Order”).
−Removed: Pursuant to the terms of the SEC Order, the Company consented to 1) cease and desist from committing or causing any violations and any future violations of Sections 30A, 13(b)(2)(A) and 13(b)(2)(B) of the Exchange Act of 1934, and 2) pay disgorgement, prejudgment interest and civil penalties totaling $21,726,000 to the SEC.
+Added: Derivative Litigation
+Added: On September 25, 2020, a shareholder filed a derivative complaint in South Carolina state court, Paul Parshall v.
+Added: World Acceptance et al.
+Added: , against the Company as the nominal defendant and certain current and former directors and officers as defendants.
+Added: Pointing to the Company’s resolution with the SEC and DOJ of the Mexico investigation previously disclosed, and summarized below under Part II, Item 7, “Management’s Discussion and Analysis of Financial Condition and Results of Operations - Regulatory Matters,” the complaint alleges violations of South Carolina law, including breaches of fiduciary duties and corporate waste, and that the Company has suffered damages as a result of those alleged breaches.
+Added: The complaint seeks unspecified monetary damages from the individual defendants, equitable and/or injunctive relief, disgorgement of compensation from the individual defendants, and attorneys’ fees and costs.
+Added: Because the complaint is derivative in nature, it does not seek monetary damages from the Company.
+Added: However, the Company may be required to advance, and ultimately be responsible for, the legal fees and costs incurred by the individual defendants.
In addition, from time to time the Company is involved in litigation matters relating to claims arising out of its operations in the normal course of business.
1 unchanged sentence
In addition, because most legal proceedings are resolved over extended periods of time, potential losses are subject to change due to, among other things, new developments, changes in legal strategy, the outcome of intermediate procedural and substantive rulings and other parties’ settlement posture and their evaluation of the strength or weakness of their case against us.
−Removed: For these reasons, we are currently unable to predict the ultimate timing or outcome of, or reasonably estimate the possible losses or a range of possible losses resulting from, the matters described above.
−Removed: Based on information currently available, the Company does not believe that any reasonably possible losses arising from currently pending legal matters will be material to the Company’s results of operations or financial conditions.
+Added: For these reasons, we are currently unable to predict the ultimate timing or outcome of, or reasonably estimate the possible losses or a range of possible losses resulting from, currently pending claims.
+Added: Based on information currently available, the Company does not believe that any reasonably probable losses arising from currently pending legal matters will be material to the Company’s results of operations or financial conditions.
However, in light of the inherent uncertainties involved in such matters, an adverse outcome in one or more of these matters could materially and adversely affect the Company’s financial condition, results of operations or cash flows in any particular reporting period.
Mine Safety Disclosures
−Removed: Table o f C o ntent s
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.