WRLD 10-K & 10-Q changes, risk factors and insider trading
World Acceptance Corp. · Nasdaq · Personal Credit Institutions · CIK 108385 · All filings on SEC.gov
At a glance
What changed in the latest 10-K
Risk Factors
New heading “The development, use, or failure to adopt AI and other emerging technologies may adversely affect our business and expose us to legal, regulatory, and reputational risks.”
Largest changes
Despite the measures we implement to protect our systems and data, we may not be able to anticipate, identify, prevent or detect cyber-attacks, ransomware, computer viruses or other security breaches, particularly because the techniques used by attackers change frequently and often are not immediately detected, and because cyber-attacks can originate from a wide variety of sources, including third parties who are or may be involved in organized crime or linked to terrorist organizations or hostile foreign governments. Such third parties may seek to gain unauthorized access to our systems directly, by fraudulently inducing employees, customers, or other users of our systems, or by using equipment or security passwords belonging to employees, customers, third-party service providers, or other users of our systems. Or, they may seek to disrupt or disable our services through attacks such as denial-of-service attacks and ransomware attacks. In addition, while we have a third-party risk management process for service providers, suppliers, and vendors, we cannot guarantee that their security controls and other protective measures will be successful in preventing an attack on their systems, which could negatively impact our operations or data. We may be unable to identify, or may be significantly delayed in identifying, cyber-attacks and incidents due to the increasing use of techniques and tools that are designed to circumvent controls, to avoid detection, and to remove or obfuscate forensic artifacts. Artificial intelligence ("AI") tools may increase threat actors' ability to detect or exploit vulnerabilities, to develop ransomware or other malware, to launch cyberattacks, or to otherwise seek to attack systems, data, software, or code relied on by us or our service providers. The increasing sophistication of AI poses a greater risk of cyber-attacks, such as through identity fraud (such as via "deepfakes"), phishing, and/or social engineering, as malicious actors may exploit AI to create convincing false identities or manipulate internal controls and/or verification processes, or to develop novel or more sophisticated attacks on a more accelerated or larger-scale basis. As a result, our computer systems, software and networks, as well as those of third-party vendors we utilize, may be vulnerable to unauthorized access, computer viruses, malicious attacks and other events that could have a security impact beyond our control. Our staff, technologies, systems, networks, and those of third-parties we utilize also may become the target of cyber-attacks, unauthorized access, malicious code, computer viruses, denial of service attacks, ransomware, and physical attacks that could result in information security breaches, the unauthorized release, gathering, monitoring, misuse, loss or destruction of our or our customers’ confidential, proprietary and other information, or otherwise disrupt our or our vendors’ operations. We also routinely transmit and receive personal, confidential and proprietary information through third parties, which may be vulnerable to interception, misuse, or mishandling.see in full comparison
“The development, use, or failure to adopt AI and other emerging technologies may adversely affect our business and expose us to legal, regulatory, and reputational risks.”see in full comparison
A breach of any of the covenants in our revolving creditsee in full comparisonagreementagreements would result in an event of default thereunder. Any event of default would permit the creditors to accelerate the related debt, which could also result in the acceleration of any other or future debt containing a cross-acceleration or cross-default provision. In addition, an event of default under our revolving creditagreementagreements would permit the lenders thereunder to terminate all commitments to extend furthercredit under the revolving credit agreement.credit. Furthermore, if we were unable to repay the amounts due and payable under the revolving creditagreementagreements or any other secured debt we may incur, the lenders thereunder could cause the collateral agent to proceed against the collateral securing that debt. In the event our creditors accelerate the repayment of our debt, there can be no assurance that we would have sufficient assets to repay that debt, and our financial condition, liquidity and results of operations would suffer.A breach of our covenants under the Notes would have similar consequences.Additional information regarding our revolving credit facility andNoteswarehouseisfacility are included in Part II, Item 7 “Management’s Discussion and Analysis of Financial Condition and Results of Operations-Liquidity and Capital Resources.”
“Similarly, AI usage is subject to a range of existing laws and regulations, including those related to fair lending, consumer protection, intellectual property, cybersecurity, data privacy, and equal opportunity. AI is also expected to be governed by new laws and regulations, or new applications of existing laws and regulations. AI is under ongoing scrutiny by various governmental and regulatory bodies, and changes in laws and regulations governing AI may adversely affect our ability to utilize AI. …”see in full comparison
“The indenture governing our 7.0% senior notes due 2026 (the “Notes”) contains certain covenants that, among other things, limit the Company’s ability and the ability of its restricted subsidiaries to (i) incur additional indebtedness or issue certain disqualified stock and preferred stock; (ii) pay dividends or distributions or redeem or purchase capital stock; (iii) prepay subordinated debt or make certain investments; (iv) transfer and sell assets; (v) create or permit to exist liens; (vi) enter into agreements that restrict dividends, loans and other distributions from their subsidiaries; …”see in full comparison
“Our future success significantly depends on the continued service and performance of our key management personnel. Competition for these employees is intense. Our operating results could be adversely affected by higher employee turnover or increased salary and benefit costs. Like most businesses, our employees are important to our success and we are dependent in part on our ability to retain the services of our key management, operational, compliance, finance, and administrative personnel. …”see in full comparison
Full comparison: every changed paragraph (49)
In addition, our profitability may be directly affected by the level ofof, and fluctuations inin, interest rates, whether caused by changes in economic conditions or other factors that affect our borrowing costs. Changes in monetary policy, including changes in interest rates, could influence the amount of interest we pay on our revolving credit facility or any other floating interest rate obligations we may incur. Our profitability and liquidity could be materially adversely affected during any period of higher interest rates. See Part II, Item 7A, “Quantitative and Qualitative Disclosure About Market Risk” for additional information regarding our interest rate risk.
Any material adverse change in the ability or willingness of a significant portion of our borrowers to meet their obligations to us, whether due to changes in economic conditions, unemployment rates, the cost of consumer goods (particularly, but not limited to, food and energy costs) and inflationary pressures, disposable income, interest rates, health crises, natural disasters, acts of war or terrorism, political or social conditions, divorce, death, or other causes over which we have no control, would have a material adverse impact on our earnings and financial condition. Additionally, delinquency and default experience on our loans isare likely to be more sensitive to changes in the economic climate in the areas in which our borrowers reside. Although new customers are required to submit a listing of personal property that will serve as collateral to secure their loans, the Company does not rely on the value of such collateral in the loan approval process and generally does not perfect its security interest in that collateral. Additionally, increases in the size of the loans we offer and average loan size could increase the chance a borrower does not meet their obligations to us and could further increase our credit risk. Additional information regarding our credit risk is included in Part II, Item 7, “Management’s Discussion and Analysis of Financial Condition and Results of Operation-Allowance for Credit Losses.”
Insurance claims and policyholder liabilities are difficult to predict and may exceed the related reserves set aside for claims (losses) and associated expenses for claims adjudication (loss adjustment expenses). Additionally, events such as cybersecurity attacks and breaches and other types of catastrophes,catastrophes and prolonged economic downturns, could adversely affect our financial condition and results of operations. Other risks relating to our insurance operations include changes to laws and regulations applicable to us, as well as changes to the regulatory environment, such as: changes to laws or regulations affecting capital and reserve requirements; frequency and type of regulatory monitoring and reporting; restrictions on sales process, consumer privacy, use of customer data and data security; benefits or loss ratio requirements; insurance producer licensing or appointment requirements; required disclosures to consumers; and collateral protection insurance (i.e., insurance some of our lender companies purchase, at the customer’s expense, on that customer’s loan collateral for the periods of time the customer fails to adequately, as required by his loan, insure his collateral).
To estimate the appropriate level of allowance for credit losses, we consider known and relevant internal and external factors that affect loan collectability, including the total amount of loan receivables outstanding, historical loan receivable charge-offs, our current collection patterns, and economic trends. Our methodology for establishing our allowance for credit losses is based on the guidance in ASC 326, and, in part, on our historic loss experience. If customer behavior changes as a result of economic, political, social, or other conditions, or if we are unable to predict how these conditions may affect our allowance for credit losses, our allowance for credit losses may be inadequate. Our allowance for credit losses is an estimate, and if actual credit losses are materially greater than our allowance for credit losses, our provision for credit losses would increase, which would result in a decline in our future earnings, and thus our results of operations could be adversely affected. Neither state regulators nor federal regulators regulate our allowance for credit losses. Additional information regarding our allowance for credit losses is included in Part II, Item 7, “Management’s Discussion and Analysis of Financial Condition and Results of Operations-Allowance for Credit Losses.”
Adverse economic conditions—such as inflation, unemployment, interest rate volatility, or reduced consumer spending —may impair the Company's ability to execute business strategy and could materially impact it'sits financial position, operating results, and cash flows.
The Company's ability to achieve growth objectives may be hindered by external factors such as regulatory changes, economic shifts, competitive pressure, or operational constraints beyond it'sits control.
A decline in demand for products—products, combined with failure to adapt offerings or strategy—strategy, could negatively impact the business and the Company's operating results.
The demand for the products we offer may be reduced due to a variety of factors, such as demographic patterns, changes in customer preferences or financial condition, regulatory restrictions that decrease customer access to particular products, or the availability of competing products, including through alternative or competing marketing channels. For example, we are highly dependent upon selecting and maintaining attractive branch locations. These locations are subject to local market conditions, including the employment available in the area, housing costs, traffic patterns, crime, and other demographic influences, any of which may quickly change, thereby negatively impacting demand for our products in the area. Should we fail to adapt to significant changes in our customers’ demand for, or access to, our products, our revenues could decrease significantly and our operations could be harmed. Even if we do make changes to existing products or introduce new products and channels to fulfill customer demand, customers may resist or may reject such products. Moreover, the effect of any product change on the results of our business may not be fully ascertainable until the change has been in effect for some time, and by that timetime, it may be too late to make further modifications to such product without causing further harm to our business, results of operations, and financial condition.
Despite the measures we implement to protect our systems and data, we may not be able to anticipate, identify, prevent or detect cyber-attacks, ransomware, computer viruses or other security breaches, particularly because the techniques used by attackers change frequently and often are not immediately detected, and because cyber-attacks can originate from a wide variety of sources, including third parties who are or may be involved in organized crime or linked to terrorist organizations or hostile foreign governments. Such third parties may seek to gain unauthorized access to our systems directly, by fraudulently inducing employees, customers, or other users of our systems, or by using equipment or security passwords belonging to employees, customers, third-party service providers, or other users of our systems. Or, they may seek to disrupt or disable our services through attacks such as denial-of-service attacks and ransomware attacks. In addition, while we have a third-party risk management process for service providers, suppliers, and vendors, we cannot guarantee that their security controls and other protective measures will be successful in preventing an attack on their systems, which could negatively impact our operations or data. We may be unable to identify, or may be significantly delayed in identifying, cyber-attacks and incidents due to the increasing use of techniques and tools that are designed to circumvent controls, to avoid detection, and to remove or obfuscate forensic artifacts. Artificial intelligence ("AI") tools may increase threat actors' ability to detect or exploit vulnerabilities, to develop ransomware or other malware, to launch cyberattacks, or to otherwise seek to attack systems, data, software, or code relied on by us or our service providers. The increasing sophistication of AI poses a greater risk of cyber-attacks, such as through identity fraud (such as via "deepfakes"), phishing, and/or social engineering, as malicious actors may exploit AI to create convincing false identities or manipulate internal controls and/or verification processes, or to develop novel or more sophisticated attacks on a more accelerated or larger-scale basis. As a result, our computer systems, software and networks, as well as those of third-party vendors we utilize, may be vulnerable to unauthorized access, computer viruses, malicious attacks and other events that could have a security impact beyond our control. Our staff, technologies, systems, networks, and those of third-parties we utilize also may become the target of cyber-attacks, unauthorized access, malicious code, computer viruses, denial of service attacks, ransomware, and physical attacks that could result in information security breaches, the unauthorized release, gathering, monitoring, misuse, loss or destruction of our or our customers’ confidential, proprietary and other information, or otherwise disrupt our or our vendors’ operations. We also routinely transmit and receive personal, confidential and proprietary information through third parties, which may be vulnerable to interception, misuse, or mishandling.
Digital-first customer business models, which we may have to rely on to compete or provide customer service, may increase the risk of cybersecurity incidents. Customers may use their own devices to utilize our services, apply for loans, make payments, or the like, and not all customers may have appropriate controls in place to protect their devices and information exchanged between them and us.
The development, use, or failure to adopt AI and other emerging technologies may adversely affect our business and expose us to legal, regulatory, and reputational risks.
The use, adoption, or governance of AI or other emerging technologies, whether in Company-developed tools, third-party vendor solutions, or by malicious actors targeting the Company, could result in inaccurate or biased outputs, unauthorized data exposure, regulatory noncompliance, intellectual property loss, or new attack vectors (including AI-enhanced phishing, deepfake social engineering, and prompt injection) that may adversely impact operations, customer relationships, and financial results.
Even if using AI is necessary to compete in our industry, its use may introduce us to novel or intensified legal, regulatory, ethical, operational, reputational, or other risks. AI models employed by us or our providers might be flawed due to improper design, implementation, or training, based on data or algorithms that are incomplete, inadequate, misleading, biased, or of poor quality. These flaws may not be easily identifiable. If AI we utilize is deficient, inaccurate, or controversial, we could experience operational inefficiencies, competitive disadvantages, legal and regulatory challenges, brand or reputational damage, or other negative impacts on our business and financial performance. Additionally, there is no certainty that our use of AI will successfully enhance our business operations or achieve our intended outcomes, and our competitors may adopt AI more swiftly or effectively than we do. Similarly, our business may become reliant on AI technologies or models, and in the future these technologies or models may not remain available, or become unavailable at the capacity or pricing we require to operate our business.
Evolving data privacy or AI laws may increase compliance and technology costs, potentially impacting financial results and operational efficiency.
Similarly, AI usage is subject to a range of existing laws and regulations, including those related to fair lending, consumer protection, intellectual property, cybersecurity, data privacy, and equal opportunity. AI is also expected to be governed by new laws and regulations, or new applications of existing laws and regulations. AI is under ongoing scrutiny by various governmental and regulatory bodies, and changes in laws and regulations governing AI may adversely affect our ability to utilize AI. It is anticipated that AI will be subject to new laws and regulations or novel interpretations of existing ones. Various governmental and regulatory bodies are continuously reviewing AI, and any changes in the legal landscape could impact our ability to leverage AI effectively. We may find it challenging to predict and adapt to these rapidly evolving legal requirements.
Catastrophic events affecting the off-site data center,centers, centralized IT functions, or critical third-party cloud infrastructure could disrupt operations and materially impact business continuity and financial performance.
Our information systems, and administrative and management processes could be disrupted if a catastrophic event, such as severe weather, natural disaster, power outage, act of war or terror or similar event, destroyed or severely damaged our infrastructure. Similarly, catastrophic events affecting infrastructure elsewhere in the world may shift load to infrastructure we use, and thus indirectly but adversely impact our business continuity or performance. Any such catastrophic event or other unexpected disruption of our headquarters' functions or off-site data centers could have a material adverse effect on our business, results of operations, and financial condition.
A small number of shareholders may exert significant influence over matters requiring shareholder approval, whichand couldsuch resultshareholders inmay decisionshave interests that conflict with the interests of other investors.
We have previously acquired, and in the future may acquire, assets or businesses, including large portfolios of loans receivables,receivable, either through the direct purchase of such assets or the purchase of the equity of a company with such a portfolio. Since we will not have originated or serviced the loans we acquire, we may not be aware of legal or other deficiencies related to origination or servicing, and our due diligence efforts of the acquisition prior to purchase may not uncover those deficiencies. Further, we may have limited recourse against the seller of the portfolio.
We depend to a substantial extent on borrowings under our revolving credit agreement and warehouse facility to fund our liquidity needs.
Our revolving credit agreement allows us to borrow up to $580.0$640.0 million, with an accordion feature permitting the maximum aggregate commitments to increase to $730.0$790.0 million provided that certain conditions are met. The maturity date of the revolving credit agreement is JuneJuly 7,22, 2026.2028. Pursuant to the terms of our revolving credit agreement, we are required to comply with a number of covenants and conditions, including a minimum borrowing base calculation. Our warehouse facility allows us to borrow up to $175.0 million. The maturity date of the warehouse facility is September 29, 2027. If our existing sources of liquidity become insufficient to satisfy our financial needs or our access to these sources becomes unexpectedly restricted, we may need to try to raise additional capital in the future. If such an event were to occur, we can give no assurance that such alternate sources of liquidity would be available to us at all or on favorable terms. Additional information regarding our liquidity risk is included in Part II, Item 7, “Management’s Discussion and Analysis of Financial Condition and Results of Operations-Liquidity and Capital Resources.”
We may incur a substantial amount of debt in the future. As of March 31, 2025,2026, the Company's debt outstanding was $446.9 million, net of $1.0$587.2 million unamortized debt issuance costs related to the unsecured senior notes payable, and aour total debt-to-equity ratio ofwas approximately 1.01.7 to 1.0. The amount of debt we may incur in the future could have important consequences, including the following:
•we may be vulnerable to interest rate increases, as borrowings under our revolving credit agreement and warehouse facility bear interest at variable rates, as may any future debt that we incur;
In addition, meeting our anticipated liquidity requirements is contingent upon our continued compliance with our revolving credit agreement.agreement and warehouse facility. An acceleration of our debt would have a material adverse effect on our liquidity and our ability to continue as a going concern. If our debt obligations increase, whether due to the increased cost of existing indebtedness or the incurrence of additional indebtedness, the consequences described above could be magnified.
Although the terms of our revolving credit agreement and warehouse facility contain restrictions on our ability to incur additional debt, as well as any future debt that we incur, these restrictions are subject, or likely to be subject, in the case of any future debt, to exceptions that could permit us to incur a substantial amount of additional debt. In addition, our existing and future debt agreements will not prevent us from incurring certain liabilities that do not constitute indebtedness as defined for purposes of those debt agreements. If new debt or other liabilities are added to our current debt levels, the risks associated with our having substantial debt could intensify. As of March 31, 2025,2026, we had $316.7$90.1 million available for borrowing under our revolving credit agreement,agreement and $31.7 million available for borrowing under our warehouse facility, subject to borrowing base limitations and other specified terms and conditions.
Our revolving credit agreement containsand warehouse facility contain covenants that restrict our ability to, among other things:
Our revolving credit agreement also imposes requirements that we maintain specified financial measures not in excess of, or not below, specified levels. In particular, our revolving credit agreement requires, among other things, that we maintain (i) at all times a specified minimum consolidated net worth, (ii) as of the end of each fiscal quarter, a minimum ratio of consolidated net income available for fixed charges for the period of four consecutive fiscal quarters most recently ended to consolidated fixed charges for that period of not less than a specified minimum, (iii) at all times a specified maximum ratio of total debt on a consolidated basis to consolidated adjusted net worth and (iv) at all times a specified maximum collateralasset performancequality indicator. These covenants limit the manner in which we can conduct our business and could prevent us from engaging in favorable business activities or financing future operations and capital needs and impair our ability to successfully execute our strategy and operate our business.
Additionally, our warehouse credit agreement requires, among other things, that we maintain (i) a specified minimum tangible net worth, (ii) a specified maximum ratio of debt to tangible net worth as of the end of each fiscal quarter, (iii) a specified minimum liquidity amount, and (iv) a specified minimum of unrestricted cash and cash equivalents.
These covenants limit the manner in which we can conduct our business and could prevent us from engaging in favorable business activities or financing future operations and capital needs and impair our ability to successfully execute our strategy and operate our business.
The indenture governing our 7.0% senior notes due 2026 (the “Notes”) contains certain covenants that, among other things, limit the Company’s ability and the ability of its restricted subsidiaries to (i) incur additional indebtedness or issue certain disqualified stock and preferred stock; (ii) pay dividends or distributions or redeem or purchase capital stock; (iii) prepay subordinated debt or make certain investments; (iv) transfer and sell assets; (v) create or permit to exist liens; (vi) enter into agreements that restrict dividends, loans and other distributions from their subsidiaries; (vii) engage in a merger, consolidation or sell, transfer or otherwise dispose of all or substantially all of their assets; and (viii) engage in transactions with affiliates. However, these covenants are subject to a number of important detailed qualifications and exceptions.
A breach of any of the covenants in our revolving credit agreementagreements would result in an event of default thereunder. Any event of default would permit the creditors to accelerate the related debt, which could also result in the acceleration of any other or future debt containing a cross-acceleration or cross-default provision. In addition, an event of default under our revolving credit agreementagreements would permit the lenders thereunder to terminate all commitments to extend further credit under the revolving credit agreement.credit. Furthermore, if we were unable to repay the amounts due and payable under the revolving credit agreementagreements or any other secured debt we may incur, the lenders thereunder could cause the collateral agent to proceed against the collateral securing that debt. In the event our creditors accelerate the repayment of our debt, there can be no assurance that we would have sufficient assets to repay that debt, and our financial condition, liquidity and results of operations would suffer. A breach of our covenants under the Notes would have similar consequences. Additional information regarding our revolving credit facility and Noteswarehouse isfacility are included in Part II, Item 7 “Management’s Discussion and Analysis of Financial Condition and Results of Operations-Liquidity and Capital Resources.”
Turbulence in the global or domestic capital markets or other macro-economic factors can result in disruptions in the financial sector, including bank failures, and can affect lenders with which we have relationships, including members of the syndicate of banks that are lenders under our revolving credit agreement. Disruptions in the financial sector may increase our exposure to credit risk and adversely affect the ability of lenders to perform under the terms of their lending arrangements with us. Failure by our lenders to perform under the terms of our lending arrangements could cause us to incur additional costs that may adversely affect our liquidity, financial condition, and results of operations. There can be no assurance that future disruptions in the financial sector will not occuroccur, thatwhich could have adverse effects on our business. Additional information regarding our liquidity and related risks is included in Part II, Item 7, “Management’s Discussion and Analysis of Financial Condition and Results of Operations-Liquidity and Capital Resources.”
Adverse federal legislative or regulatory changes—changes, or noncompliance with existing or future laws—laws, could result in enforcement actions or require the Company to modify, suspend, or cease part or all of its operations.
The decentralized nature of origination and servicing, including reliance on third parties, may increase the risk of inconsistent practices, reduced oversight, and misconduct—potentiallymisconduct, resultingwhich could result in monetary loss, legal liability, regulatory scrutiny, or reputational harm.
As part of our business, from time to time, we sell loans that are charged off. If we do not appropriately assess a debt buyer’s collection practices for compliance with laws and regulations, there is risk potential. Failure to appropriately select and manage debt buyers can lead to additional regulatory scrutiny, penalties and potentially limit our collection practices on certain debts. In addition, if we do not maintain and provide sufficient documentation of the loans sold, debt buyers may pursue collection without complete and accurate information, subjecting us to potential fines by regulators as well as repurchase risk from debt buyers.
We have experienced significant management transitions in the past six months, including the resignation of our former President and Chief Executive Officer, appointment of an interim President and Chief Executive Officer, retirement of our Executive Vice President and Chief Branch Operations Officer and appointment of a new Executive Vice President and Chief Operating Officer. There may be additional resignations and appointments in our senior management team in the future. Executive leadership transitions can be inherently difficult to manage and may cause disruption to our business. In addition, management transition inherently causes some loss of institutional knowledge, which can negatively affect strategy and execution, and our results of operations and financial condition could be negatively impacted as a result. The loss of services of one or more other members of senior management, or the inability to attract qualified permanent replacements, could have a material adverse effect on our business. If we fail to successfully attract and appoint permanent replacements with the appropriate expertise, we could experience increased employee turnover and harm to our business, results of operations, cash flow and financial condition. The search for permanent replacements could also result in significant recruiting and relocation costs.
The departure or replacement of key personnel—personnel, and challenges in attracting or retaining high-performing employees—may disrupt operations and negatively affect the Company’s business and financial results.
Our future success significantly depends on the continued service and performance of our key management personnel. We have recently experienced significant changes in our executive leadership. Effective April 13, 2026, R. Chad Prashad resigned as our President and Chief Executive Officer and as a director, and the Board appointed Janet L. Matricciani as Interim President and Chief Executive Officer while it searches for a permanent successor. Effective February 17, 2026, J. Tobin Turner was appointed Executive Vice President and Chief Operating Officer, succeeding D. Clinton Dyer, who retired on March 31, 2026.
Leadership transitions of this nature may disrupt our business by diverting management attention, creating uncertainty among employees, customers, lenders, and other stakeholders, and impeding execution of our strategy. Operating under an interim Chief Executive Officer may heighten these risks. We have incurred, and expect to continue to incur, costs in connection with these transitions, including severance and accelerated equity vesting payable to our former Chief Executive Officer and costs associated with the search for a permanent successor.
Competition for skilled employees is intense. Our operating results could be adversely affected by higher turnover or increased compensation costs. We depend on our ability to retain key management, operational, compliance, finance, and administrative personnel, and to attract and motivate employees who will fit our culture of compliance and customer service. If we are unable to manage our recent leadership transitions effectively, retain other members of our senior management team, identify and successfully integrate a permanent Chief Executive Officer on a timely basis, or attract and retain other skilled employees at a reasonable cost, our business, financial condition, and results of operations may be materially and adversely affected.
Our future success significantly depends on the continued service and performance of our key management personnel. Competition for these employees is intense. Our operating results could be adversely affected by higher employee turnover or increased salary and benefit costs. Like most businesses, our employees are important to our success and we are dependent in part on our ability to retain the services of our key management, operational, compliance, finance, and administrative personnel. We have built our business on a set of core values, and we attempt to hire employees who are committed to these values. We want to hire and retain employees who will fit our culture of compliance and of providing exceptional service to our customers. In order to compete and to continue to grow, we must attract, retain, and motivate employees, including those in executive, senior management, and operational positions. As our employees gain experience and develop their knowledge and skills, they become highly desired by other businesses. Therefore, to retain our employees, we must provide a satisfying work environment and competitive compensation and benefits. If costs to retain our skilled employees increase, then our business and financial results may be negatively affected.
Changes in tax laws or regulations—regulations, or adverse interpretations or rulings by tax authorities—authorities, may increase the Company’s tax burden or negatively impact financial condition and operating results.
We are required to maintain disclosure controls and procedures and internal control over financial reporting. Section 404(a) of the Sarbanes Oxley Act requires us to include in our annual reports on Form 10-K an assessment by management of the effectiveness of our internal control over financial reporting. Section 404(b) of the Sarbanes Oxley Act requires us to engage our independent registered public accounting firm to attest to the effectiveness of our internal control over financial reporting. We expect to incur significant expenses and to devote resources to Section 404 compliance on an ongoing basis. It is difficult for us to predict how long it will take or how costly it will be to complete the assessment of the effectiveness of our internal control over financial reporting for each year and to remediate any deficiencies in our internal control over financial reporting.
If we identify a material weakness in our controls and procedures, our ability to record, process, summarize, and report financial information accurately and within the time periods specified in the rules and forms of the SEC could be adversely affected. In addition, remediation of a material weakness would require our management to devote significant time and incur significant expense. A material weakness is a deficiency, or a combination of deficiencies, such that there is a reasonable possibility that a material misstatement of our annual or interim financial statements will not be prevented or detected on a timely basis. If we are unable to maintain effective controls and proceduresprocedures, we could lose investor confidence in the accuracy and completeness of our financial reports, and we may be subject to investigation or sanctions by the SEC. Any such consequence or other negative effect could adversely affect our operations, financial condition, and the trading price of our common stock.
The absence or reduction of dividend payments may decrease the Company’s attractiveness to income-focused investors and impact shareholder sentiment.
The Company’s common stock price has been and is likely to continue to be subject to significant volatility. Securities markets worldwide experience significant price and volume fluctuations. This market volatility, as well as general economic, market, or political conditions,conditions or the geopolitical environment, including the ongoing conflict in Iran and the Russia-Ukraine War, could reduce the market price of shares of our common stock in spite of our operating performance. Additionally, a variety of factors could cause the price of the common stock to fluctuate, perhaps substantially, including:including, general market fluctuations resulting from factors not directly related to the Company’s operations or the inherent value of its common stock; state or federal legislative or regulatory proposals, initiatives, actions or changes that are, or are perceived to be, adverse to our operations or the broader consumer finance industry in general; announcements of developments related to our business; fluctuations in our operating results and the provision for credit losses; low trading volume in our common stock; decreased availability of our common stock resulting from stock repurchases and concentrations of ownership by large or institutional investors; general conditions in the financial service industry; developments in domestic or international tariffs or trade agreements, disruption to the domestic financial services industry, the domestic or global economy, including inflationary pressures, or the domestic or global credit or capital markets; changes in financial estimates by securities analysts; our failure to meet the expectations of securities analysts or investors; negative commentary regarding our Company and corresponding short-selling market behavior; adverse developments in our relationships with our customers; investigations or legal proceedings brought against the Company or its officers; or significant changes in our senior management team.
New accounting rules or regulations, changes to existing accounting rules or regulations, and changing interpretations of existing rules and regulations have been issued or occurred and may continue to be issued or occur in the future. Our methodology for valuing our receivablesloans receivable and otherwise accounting for our business is subject to change depending upon the changes in, and interpretation of, accounting rules, regulations, or interpretations. Any such changes to accounting rules, regulations, or interpretations could negatively affect our reported results of operations and could negatively affect our financial condition through increased cost of compliance.
We are required to use certain assumptions and estimates in preparing our financial statements under GAAP, including determining allowances for credit losses, the fair value of financial instruments, asset impairment, reserves related to litigation and other legal matters, the fair value of share-based compensation, valuation of income,income and other taxestaxes, and regulatory exposures. In addition, significant assumptions and estimates are involved in determining certain disclosures required under GAAP, including those involving the fair value of our financial instruments. If the assumptions or estimates underlying our financial statements are incorrect, the actual amounts realized on transactions and balances subject to those estimates will be different, and this could have a material adverse effect on our results of operations and financial condition.
Except in certain circumstances, we are not restricted from issuing additional shares of common stock, including any securities that are convertible into or exchangeable for, or that represent the right to receive, common stock. The market price of shares of our common stock could decline as a result of sales of a large number of shares of common stock in the market or the perception that such sales could occur. We intend to continue to evaluate acquisition opportunities and may issue shares of common stock in connection with these acquisitions. Any shares of common stock issued in connection with acquisitions, the exercise of outstanding stock options, or otherwiseotherwise, would dilute the percentage ownership held by our existing shareholders.
Management's Discussion & Analysis (MD&A)
New heading “Comparison of Fiscal 2026 Versus Fiscal 2025”
New heading “Press Release to 10-K Reconciliation”
New heading “Revolving Credit Facility”
New heading “Warehouse Facility”
New heading “Notes Redemption”
Removed heading “Comparison of Fiscal 2024 Versus Fiscal 2023”
Removed heading “Share-Based Compensation”
Largest changes
“The Credit Agreement also contains customary events of default (subject to certain materiality thresholds and cure periods), including among others, (a) non-payment, (b) non-compliance with covenants, (c) failure of the Administrative Agent to maintain a first-priority perfected security interest in any material portion of the collateral (subject to permitted liens), (d) the occurrence of a servicer termination event, (e) a breach of a representation or warranty, (f) an insolvency event involving the Company, the Borrower, or the Originators (as defined therein), (g) a change in control of …”see in full comparison
“The agreement contains events of default including, without limitation, nonpayment of principal, interest or other obligations, violation of covenants, misrepresentation, cross-default to other debt, bankruptcy and other insolvency events, judgments, certain ERISA events, actual or asserted invalidity of loan documentation, invalidity of subordination provisions of subordinated debt, certain changes of control of the Company, and the occurrence of certain regulatory events (including the entry of any stay, order, judgment, ruling or similar event related to the Company’s or any of its …”see in full comparison
“The Revolving Credit Agreement also contains customary events of default (subject to certain materiality thresholds and cure periods), including among others, (a) non-payment, (b) non-compliance with covenants, (c) a breach of a representation or warranty, (d) an insolvency event involving the Company, (e) a change in control of the Company, (f) failure of the Company to maintain certain financial covenants, (g) cross-default to other debt, (h) invalidity of subordination provisions of subordinated debt, (i) the occurrence of certain regulatory events (including an order or judgment entered …”see in full comparison
“The Credit Agreement contains affirmative and negative covenants, including covenants that generally restrict the ability of the Company and the Borrower to, among other things, incur or guarantee indebtedness, incur liens, pay dividends and repurchase or redeem capital stock, engage in mergers and consolidations, make acquisitions or other investments, or fund benefit plans. …”see in full comparison
“The Revolving Credit Agreement contains a number of affirmative and negative covenants that, among other things, restrict our ability to incur liens, incur indebtedness, pay dividends and repurchase or redeem capital stock, make certain restricted payments, merge or consolidate, dispose of assets, make acquisitions or other investments, redeem or prepay subordinated debt, amend subordinated debt documents, make changes in the nature of its business, and engage in transactions with affiliates. …”see in full comparison
“To enhance the precision of the allowance for credit loss estimate, we evaluate our loans receivable portfolio on a pool basis and segment each pool of loans receivable with similar credit risk characteristics, specifically Customer Tenure, which was determined to be the best predictor of default risk.”see in full comparison
Full comparison: every changed paragraph (95)
The Company's financial performance continues to be dependent in large part upon the growth in its outstanding loans receivable, the maintenance of loan quality and acceptable levels of operating expenses. Since March 31, 2021,2022, gross loans receivable have increaseddecreased at a 2.63%4.27% annual compounded rate from $1.10$1.52 billion to $1.23$1.28 billion at March 31, 2025.2026. We believe we werecan ablecontinue to improve our gross loans receivable growth rates through acquisitions, improved marketing processes, and analytics. The Company plans to enter into new markets through opening new branches and acquisitions as opportunities arise.
(1) Average gross loans receivable have been determined by averaging month-end gross loans receivable over the indicated period, excluding tax advances.period.
(3) Average net loans receivable have been determined by averaging month-end gross loans receivable less unearned interest and deferred fees over the indicated period, excluding tax advances.period.
Comparison of Fiscal 2026 Versus Fiscal 2025
Net income for fiscal 2026 was $34.6 million, a 61.2% decrease from the $89.2 million earned during fiscal 2025. The decrease in net income was primarily due to a $59.0 million increase in personnel incentive expense, primarily due to the reversal of previously recognized stock-based compensation expense in fiscal 2025 as discussed below.
Operating income (revenues less provision for credit losses and general and administrative expenses) during fiscal 2026 decreased $59.3 million.
Total revenues increased $21.0 million, or 3.7%, to $585.2 million in fiscal 2026, from $564.2 million in fiscal 2025. At March 31, 2026, the Company had 1,009 branches in operation, a decrease of 15 branches from March 31, 2025.
Interest and fee income during fiscal 2026 increased by $19.7 million, or 4.2%, from fiscal 2025. The increase was due to an increase in average net loans receivable, which increased 0.6% during fiscal 2026 compared to fiscal 2025 as well as an increase in yields. Interest and fee income was impacted by a shift away from larger, lower interest rate loans. The large loan portfolio decreased from 48.5% of the overall portfolio as of March 31, 2025, to 44.7% as of March 31, 2026.
Insurance revenue and other income increased by $1.3 million, or 1.3%, from fiscal 2025 to fiscal 2026. See Note 9 to the Consolidated Financial Statements for the material components of Insurance and other income for the fiscal years ended March 31, 2026, 2025, and 2024.
Insurance revenue decreased by $1.8 million, or 3.6%, from fiscal 2025 to fiscal 2026 due to a shift away from larger loans. The sale of insurance products is limited to large loans in several states in which we operate. Other income increased by $3.0 million, or 6.1%, from fiscal 2025 to fiscal 2026 primarily due to an increase in tax preparation revenue of $3.9 million.
The provision for credit losses during fiscal 2026 increased by $19.4 million, or 11.5%, from the previous year. Accounts that were 91 days or more past due represented 3.5% and 3.7% of our loan portfolio on a recency basis at March 31, 2026 and March 31, 2025, respectively. The table below itemizes the key components of the CECL allowance and provision impact during the year.
The Company's year-over-year net charge-off ratio (net charge-offs as a percentage of average net loans receivable) increased from 17.5% for the year ended March 31, 2025 to 18.5% for the year ended March 31, 2026. The net charge-off rate for the past ten fiscal years averaged 17.1%, with a high of 23.7% (fiscal 2023) and a low of 14.1% (fiscal 2021). The following table presents the Company's net charge-off ratios since 2016.
General and administrative expenses during fiscal 2026 increased by $60.9 million, or 25.3%, over the previous fiscal year. General and administrative expenses, when divided by average open branches, increased 28.5% from fiscal 2025 to fiscal 2026 and, overall, general and administrative expenses as a percent of total revenues increased to 51.6% in fiscal 2026 from 42.7% in fiscal 2025. The change in general and administrative expense is explained in greater detail below.
Personnel expense totaled $200.0 million for fiscal 2026, a $59.0 million, or 41.8%, increase over fiscal 2025. The increase was largely due to a $39.0 million increase in share based compensation expense. Share based compensation expense increased due to share grants in December of 2024 and June of 2025, and because there was a $22.0 million reversal of previously recognized share based expense in fiscal 2025 as further discussed in Note 14 to the Consolidated Financial Statements. The remaining increase in personnel expense was due to an increase in salary expense as a result of the increase in headcount, and an increase in field level incentives. Our headcount as of March 31, 2026 increased 2.4% compared to March 31, 2025.
Occupancy and equipment expense totaled $48.4 million for fiscal 2026, a 0.8 million, or 1.6%, decrease over fiscal 2025. Occupancy and equipment expense is generally a function of the number of branches the Company has open throughout the year. In fiscal 2026, the expense per average open branch increased to $47.6 thousand, up from $47.2 thousand in fiscal 2025.
Advertising expense totaled $10.6 million for fiscal 2026, a $0.4 million, or 3.5%, increase over fiscal 2025. The increase was primarily due to increased spending in customer acquisition programs.
Amortization of intangible assets totaled $3.2 million for fiscal 2026, a $0.6 million, or 16.4%, decrease over fiscal 2025, which primarily relates to an increase in fully amortized intangible assets during the current fiscal year.
Other expense totaled $39.7 million for fiscal 2026, a $3.0 million, or 8.3%, increase over fiscal 2025.
Interest expense increased by $6.7 million, or 15.8%, during fiscal 2026 when compared to the previous fiscal year primarily as a result of a 9.2% increase in average debt outstanding. Additionally, in fiscal 2026, the Company recognized an additional $3.7 million in interest expense related to the redemption of all of the outstanding Notes as further discussed in Note 8 to the Consolidated Financial Statements.
Income tax expense decreased $11.4 million for fiscal 2026 compared to the prior fiscal year. The effective tax rate increased to 23.6% for fiscal 2026 compared to 19.8% for fiscal 2025. The effective tax rate increased primarily due to a settlement with various taxing authorities that resulted in an increase in the reserve under ASC 740-10 (unrecognized tax positions) in the current period, along with the tax benefit related to the forfeitures of the $20.45 Performance Shares and the $16.35 Performance Shares in the prior period. This was partially offset by the permanent tax benefit related to nonqualified stock option exercises and vesting of restricted stock in the current period.
Net income for fiscal 2025 was $89.7 million, a 16.0% increase from the $77.3 million earned during fiscal 2024. The increase in net income was primarily due to a $17.9 million decrease in personnel incentive expense, primarily due to the reversal of previously recognized stock-based compensation expense as discussed below.
Operating income (revenues less provision for credit losses and general and administrative expenses) during fiscal 2025 increased $7.1 million.
Total revenues decreased $8.4 million, or 1.5%, to $564.8 million in fiscal 2025, from $573.2 million in fiscal 2024. At March 31, 2025, the Company had 1,024 branches in operation, a decrease of 24 branches from March 31, 2024.
Interest and fee income during fiscal 2025 decreased by $3.4 million, or 0.7%, from fiscal 2024. The decrease was primarily due to a decrease in average net loans receivable, which decreased 4.7% during fiscal 2025 compared to fiscal 2024. Interest and fee income was also impacted by a shift away from larger, lower interest rate loans. The large loan portfolio decreased from 55.8% of the overall portfolio as of March 31, 2024, to 48.5% as of March 31, 2025.
Insurance revenue and other income decreased by $4.9 million, or 4.7%, from fiscal 2024 to fiscal 2025. See Note 7 to the Consolidated Financial Statements for the material components of Insurance and other income for the fiscal years ended March 31, 2025, 2024, and 2023.
Insurance revenue decreased by $9.8 million, or 16.5%, from fiscal 2024 to fiscal 2025 due to a shift away from larger loans. The sale of insurance products is limited to large loans in several states in which we operate. Other income increased by $4.8 million, or 10.6%, from fiscal 2024 to fiscal 2025 primarily due to an increase in tax preparation revenue of $7.7 million, partially offset by a decrease in revenue from the Company's motor club product of $2.4 million.
The provision for credit losses during fiscal 2025 increased by $12.2 million, or 7.8%, from the previous year. Accounts that were 91 days or more past due represented 3.7% and 3.1% of our loan portfolio on a recency basis at March 31, 2025 and March 31, 2024, respectively. The table below itemizes the key components of the CECL allowance and provision impact during the year.
The Company's year-over-year net charge-off ratio (net charge-offs as a percentage of average net loans receivable) decreased from 17.7% for the year ended March 31, 2024 to 17.5% for the year ended March 31, 2025. The net charge-off rate for the past ten fiscal years averaged 16.7%, with a high of 23.7% (fiscal 2023) and a low of 14.1% (fiscal 2021). The following table presents the Company's net charge-off ratios since 2016.
2023 In fiscal 2023, the Company's net charge-off rate increased to 23.7%. This increase is primarily attributable to the higher proportion of NBs at the beginning of the current fiscal year. Additionally, NBs originated in the prior fiscal year performed worse than expected as a result of the rapid rise in inflation during Q4 of fiscal 2022.
2024 In fiscal 2024, the Company's net charge-off rate decreased to 17.7%. This decrease is primarily attributable to the Company's continued focus on credit quality and a conservative approach to its lending operations.
General and administrative expenses during fiscal 2025 decreased by $27.7 million, or 10.3%, over the previous fiscal year. General and administrative expenses, when divided by average open branches, decreased 9.1% from fiscal 2024 to fiscal 2025 and, overall, general and administrative expenses as a percent of total revenues decreased to 42.7% in fiscal 2025 from 46.9% in fiscal 2024. The change in general and administrative expense is explained in greater detail below.
Personnel expense totaled $141.1 million for fiscal 2025, a $23.4 million, or 14.2%, decrease over fiscal 2024. The decrease was largely due to the $18.5 million reversal of previously recognized stock-based compensation expense associated with the $20.45 Performance Shares and the $3.5 million reversal of previously recognized expense associated with the $16.35 Performance Shares.
Occupancy and equipment expense totaled $49.1 million for fiscal 2025, a 0.6 million, or 1.3%, decrease over fiscal 2024. Occupancy and equipment expense is generally a function of the number of branches the Company has open throughout the year. The expense per average open branch remained relatively flat at $47.2 thousand when comparing fiscal 2025 and 2024.
Advertising expense totaled $10.2 million for fiscal 2025, a $0.3 million, or 2.9%, increase over fiscal 2024. The increase was primarily due to increased spending in our new customer acquisition programs.
Amortization of intangible assets totaled $3.8 million for fiscal 2025, a $0.4 million, or 9.7%, decrease over fiscal 2024, which primarily relates to an increase in fully amortized intangible assets during the current fiscal year.
Other expense totaled $36.7 million for fiscal 2025, a $3.5 million, or 8.8%, decrease over fiscal 2024.
Interest expense decreased by $5.5 million, or 11.5%, during fiscal 2025 when compared to the previous fiscal year primarily as a result of a 10.9% decrease in average debt outstanding.
Income tax expense increased $0.2 million for fiscal 2025 compared to the prior fiscal year. The effective tax rate decreased to 19.9% for fiscal 2025 compared to 22.2% for fiscal 2024. The effective tax rate decreased primarily due to pretax book earnings relative to the effects of various permanent items including a decrease in the disallowed executive compensation under Section 162(m), considering the effects of forfeitures discussed in Note 12 to the Consolidated Financial Statements and the recognition of additional HTC's when compared to prior year.
Comparison of Fiscal 2024 Versus Fiscal 2023
Press Release to 10-K Reconciliation
The Company issued its fourth quarter and fiscal 2026 earnings press release on April 30, 2026, prior to completion of the audit. The table below reconciles the differences in the press release figures to the Form 10-K.
On October 5, 2017, the CFPB issued a final rule (the "Rule") imposing limitations on (i) short-term consumer loans, (ii) longer-term consumer installment loans with balloon payments, and (iii) higher-rate consumer installment loans repayable by a payment authorization. The Rule originally required lenders originating short-term loans and longer-term balloon payment loans to evaluate whether each consumer has the ability to repay the loan along with current obligations and expenses (“ability to repay requirementsrequirement”); however, the ability to repay requirementsrequirement was rescinded in July 2020. The Rule also curtails repeated unsuccessful attempts to debit consumers’ accounts for short-term loans, balloon payment loans, and installment loans that involve a payment authorization and an annual percentage rate over 36% (“payment requirements”). Implementation of the Rule’s payment requirements may require changes to the Company’s practices and procedures for such loans, which could materially and adversely affect the Company’s ability to make such loans, the cost of making such loans, the Company’s ability to, or frequency with which it could, refinance any such loans, and the profitability of such loans.
Critical Accounting Policies and Estimates
The Company’s accounting and reporting policies are in accordance with GAAP and conform to general practices within the finance company industry. The significant accounting policies used in the preparation of the Consolidated Financial Statements are discussed in Note 1 to the Consolidated Financial Statements. Certain critical accounting policies involve significant judgment by the Company’s management, including the use of estimates and assumptions which affect the reported amounts of assets, liabilities, revenues, and expenses. As a result, changes in these estimates and assumptions could significantly affect the Company’s financial position and results of operations. The Company considers its policies regarding the allowance for credit losses, share-based compensation,losses and income taxes to be its most critical accounting policies due to the significant degree of management judgment involved.
Accounting policies related to the allowance for credit losses are considered to be critical as these policies involve considerable subjective judgementjudgment and estimation by management. In the case of loans, the allowance for credit losses is a contra-asset valuation account, calculated in accordance with ASC 326 that is deducted from the amortized cost basis of loans to present the net amount expected to be collected. The amount of the allowance account represents management’s best estimate of current expected credit losses on these financial instruments considering available information, from internal and external sources, relevant to assessing exposure to credit loss over the contractual term of the instrument. Relevant available information includes historical credit loss experience, current conditions, and reasonable and supportable forecasts. The historical credit loss experience is adjusted for quantitative and qualitative factors that are not fully reflected in the historical data. In determining our estimate of expected credit losses, we evaluate information related to credit metrics, changes in our lending strategies and underwriting practices, and the current and forecasted direction of the economic and business environment. These metrics include, but are not limited to, trends in first pay success for NBs, 61-90 day delinquencies on a recency basis, percent of loan balances that are paying, percentage of gross loans that are acquired loan, portfolio composition, and observable changes in recent or expected economic trends and conditions.
To enhance the precision of the allowance for credit loss estimate, we evaluate our loans receivable portfolio on a pool basis and segment each pool of loans receivable with similar credit risk characteristics, specifically Customer Tenure, which was determined to be the best predictor of default risk.
Due to the short term nature of the loan portfolio, forecasted changes in macro-economic variables, such as unemployment levels, general inflation and commodity prices, typically do not have a significant impact on loans outstanding at the end of a particular reporting period, unless those changes are particularly severe and sudden in nature.
Due to the judgment and uncertainty in estimating the allowance for credit losses, we may experience differences to the assumptions, which could lead to further changes in our allowance for credit losses, allowance as a percentage of loans receivable, net, and provision for credit losses.
Share-Based Compensation
The Company measures compensation cost for share-based awards at fair value and recognizes compensation over the service period for awards expected to vest. The fair value of restricted stock is based on the number of shares granted and the quoted price of our common stock at the time of grant, and the fair value of stock options is determined using the Black-Scholes valuation model. The Black-Scholes model requires the input of highly subjective assumptions, including expected volatility, risk-free interest rate and expected life. Actual results, and future changes in estimates, may differ substantially from our current estimates.
No assurance can be given that either the tax returns submitted by management or the income tax reported on the Consolidated Financial Statements will not be adjusted by either adverse rulings, changes in the tax code, or assessments made by the IRS or by state or foreign taxing authorities. The Company is subject to potential adverse adjustments including, but not limited to:to, an increase in the statutory federal or state income tax rates, the permanent non-deductibility of amounts currently considered deductible either now or in future periods, and the dependency on the generation of future taxable income in order to ultimately realize deferred income tax assets.
The Company has historically financed and continues to finance its operations, acquisitions and branch expansion through a combination of cash flows from operations and borrowings from its institutional lenders. As discussed below, the Company has also issued debt securities to finance its operations and repay a portion of its outstanding indebtedness. The Company has generally applied its cash flows from operations to fund its loan volume, fund acquisitions, repay long-term indebtedness and repurchase its common stock. As the Company's gross loans receivable decreased from $1.52 billion at March 31, 2022 to $1.23 billion at March 31, 2025, netNet cash provided by operating activities for fiscal yearsyear 2025, 2024, and 20232026 was $254.2$259.4 million, $265.8 million, and $291.6 million, respectively.million.
On September 27, 2021, we issued $300 million in aggregate principal amount of 7.0% senior notes due 2026. The Notes were sold in a private placement in reliance on Rule 144A and Regulation S under the Securities Act of 1933, as amended. The Notes are unconditionally guaranteed, jointly and severally, on a senior unsecured basis by all of the Company’s existing and certain of its future subsidiaries that guarantee the revolving credit facility. Interest on the notes is payable semi-annually in arrears on May 1 and November 1 of each year, commencing May 1, 2022. At any time prior to November 1, 2023, the Company could have redeemed the Notes, in whole or in part, at a redemption price equal to 100% of the principal amount plus a make-whole premium, as described in the indenture, plus accrued and unpaid interest, if any, to, but not including, the date of redemption. At any time on or after November 1, 2023, the Company may redeem the Notes at redemption prices set forth in the indenture, plus accrued and unpaid interest, if any, to, but not including, the date of redemption. In addition, at any time prior to November 1, 2023, the Company could have used the proceeds of certain equity offerings to redeem up to 40% of the aggregate principal amount of the Notes issued under the indenture at a redemption price equal to 107.0% of the principal amount of Notes redeemed, plus accrued and unpaid interest, if any, to, but not including, the date of redemption.
We used the net proceeds from this offering to repay a portion of the outstanding indebtedness under our revolving credit facility and for general corporate purposes.
During fiscal 2025, the Company repurchased and extinguished $89.0 million of its Notes, net of $0.6 million unamortized debt issuance costs related to the extinguished debt, on the open market for a reacquisition price of $88.0 million.
During fiscal 2024, the Company repurchased and extinguished $15.7 million of its Notes, net of $0.2 million unamortized debt issuance costs related to the extinguished debt, on the open market for a reacquisition price of $14.1 million.
During fiscal 2023, the Company repurchased and extinguished $9.0 million of its Notes, net of $0.1 million unamortized debt issuance costs related to the extinguished debt, on the open market for a reacquisition price of $7.2 million.
As a result, the Company recognized a $1.0 million, $1.6 million and $1.8 million gain on extinguishment for the years ended March 31, 2025, 2024, and 2023, respectively. In accordance with ASC 470, the Company recognized the gain on extinguishment as a component of interest expense in the Company's Consolidated Statements of Operations.
The indenture governing the Notes contains certain covenants that, among other things, limit the Company’s ability and the ability of its restricted subsidiaries to (i) incur additional indebtedness or issue certain disqualified stock and preferred stock; (ii) pay dividends or distributions or redeem or purchase capital stock; (iii) prepay subordinated debt or make certain investments; (iv) transfer and sell assets; (v) create or permit to exist liens; (vi) enter into agreements that restrict dividends, loans and other distributions from their subsidiaries; (vii) engage in a merger, consolidation or sell, transfer or otherwise dispose of all or substantially all of their assets; and (viii) engage in transactions with affiliates. However, these covenants are subject to a number of important detailed qualifications and exceptions.
The Company continues to believe stock repurchases are a viable component of the Company’s long-term financial strategy and an excellent use of excess cash when the opportunity arises. However, our revolving credit facility and the Notes limit share repurchases to up to $90.0 million from March 26, 2021 through June 30, 2022 plus up to 50% of consolidated adjusted net income for the period commencing January 1, 2019. As of March 31, 2025, subject to further approval from our Board of Directors, we could repurchase approximately $18.8 million of shares under the terms of our debt facilities. Additional share repurchases can be made subject to compliance with, among other things, applicable restricted payment covenants under the revolving credit facility and the Notes.
What changed in the latest 10-Q
Risk Factors
There have been no material changes to the risk factors disclosed in Part I, Item 1A of the Company's fiscal 2026 Annual Report.
No wording changes found in this section (only numbers or dates changed in 1 paragraph).
Full comparison: every changed paragraph (0)
Management's Discussion & Analysis (MD&A)
Removed heading “Comparison of nine months ended December 31, 2025 versus nine months ended December 31, 2024”
Removed heading “Share-Based Compensation”
Largest changes
“Comparison of nine months ended December 31, 2025 versus nine months ended December 31, 2024”see in full comparison
“Net loss for the nine months ended December 31, 2025 decreased to $1.5 million from the $45.5 million net income reported for the same period of the prior year. Operating income (revenue less provision for credit losses and general and administrative expenses) decreased by $52.4 million, or 59.3%. …”see in full comparison
Interest expense for thesee in full comparisonninethree months endedDecemberJune31,30,20252026 increased by$5.2$1.8 million, or16.6%,18.6%, from the correspondingninethree months of the previous year. Interest expense primarily increased due to a$3.0 million early call penalty on our long-term notes, and a $0.7 million write-off of the remaining unamortized debt issuance costs during the second quarter of fiscal 2026. Additionally, there was a 4.7%27.6% increase in the average debtoutstanding,outstandingfromfor$508.5themillion to $532.7 million. The increase in interest expense wasquarter, partially offset by a3.4%6.4% decrease in the effective interest rate from8.5%8.3% to8.2%.7.8%. The average debt outstanding increased from $456.2 million to $582.3 million when comparing the quarters ended June 30, 2025 and 2026. The Company’s debt-to-equity ratio increased from 1.1:1 at June 30, 2025 to 1.6:1 at June 30, 2026.
The Revolving Credit Agreement contains a number of affirmative and negative covenants that, among other things, restrict our ability to incur liens, incur indebtedness, pay dividends and repurchase or redeem capital stock, make certain restricted payments, merge or consolidate, dispose of assets, make acquisitions or other investments, redeem or prepay subordinated debt, amend subordinated debt documents, make changes in the nature of its business, and engage in transactions with affiliates. The agreement allows the Company to incur subordinated debt that matures after the termination date of the Revolving Credit Agreement and that contains specified subordinated terms, subject to limitations on amount imposed by the financial covenants under the Revolving Credit Agreement.see in full comparisonIn addition, the Revolving Credit Agreement requires the Company to (i) keep and maintain a Consolidated Net Worth of $325.0 million, (ii) have a ratio of Net Income Available for Fixed Charges to Fixed Charges of not less than 2.25 to 1.00, (iii) not permit the aggregate unpaid principal amount of Total Debt to exceed 225.0% of Consolidated Adjusted Net Worth, and (iv) maintain an Asset Quality Indicator (Consolidated) of less than or equal to 26.0%. Each of the capitalized terms used and not defined herein have the meanings set forth in the Revolving Credit Agreement.
“.In addition, the Revolving Credit Agreement requires the Company to (i) keep and maintain a Consolidated Net Worth of $325.0 million, (ii) not permit the aggregate unpaid principal amount of Total Debt to exceed 225.0% of Consolidated Adjusted Net Worth, and (iii) maintain an Asset Quality Indicator (Consolidated) of less than or equal to 26.0%. Each of the capitalized terms used and not defined herein have the meanings set forth in the Revolving Credit Agreement.”see in full comparison
Full comparison: every changed paragraph (74)
Among the key factors that could cause our actual financial results, performance or condition to differ from the expectations expressed or implied in such forward-looking statements are the following: recently enacted, proposed or future legislation and the manner in which it is implemented, including pursuant to policies of the new U.S. administration; changes in the U.S. tax code; the nature and scope of regulatory authority, particularly discretionary authority, that is or may be exercised by regulators, including, but not limited to, the U.S. Consumer Financial Protection Bureau, and individual state regulators having jurisdiction over the Company; the unpredictable nature of regulatory examinations, proceedings and litigation; employee misconduct or misconduct by third parties; uncertainties associated with management turnover and the effective succession of senior managementmanagement, including the recent CEO transition and ongoing search for a permanent replacement; media and public characterization of consumer installment loans; labor unrest; the impact of changes in accounting rules and regulations, or their interpretation or application, which could materially and adversely affect the Company’s reported consolidated financial statements or necessitate material delays or changes in the issuance of the Company’s audited consolidated financial statements; the Company's assessment of its internal control over financial reporting; changes in interest rates; the impact of inflation and macroeconomic uncertainty; risks relating to the acquisition or sale of assets or businesses or other strategic initiatives, including increased loan delinquencies or net charge-offs, the loss of key personnel, integration or migration issues, the failure to achieve anticipated synergies, increased costs of servicing, incomplete records, and retention of customers; risks inherent in making loans, including repayment risks and value of collateral; cybersecurity threats or incidents, including the potential or actual misappropriation of assets or sensitive information, corruption of data or operational disruption and the costs of the associated response thereto; our dependence on debt and the potential impact of limitations in the Company’s credit facilities or other impacts on the Company's ability to borrow money on favorable terms, or at all; the timing and amount of revenues that may be recognized by the Company; changes in current revenue and expense trends (including trends affecting delinquency and charge-offs); the impact of extreme weather events and natural disasters; changes in the Company’s markets and general changes in the economy (particularly in the markets served by the Company).
_______________________________________________________ (1) Average gross loans receivable has been determined by averaging month-end gross loans receivable over the indicated period, excluding TALs.period.
(3) Average net loans receivable has been determined by averaging month-end gross loans receivable less unearned interest and deferred fees over the indicated period, excluding TALs.period.
Comparison of three months ended DecemberJune 31,30, 20252026 versus three months ended DecemberJune 31,30, 20242025
Gross loans outstanding increased to $1.29 billion as of June 30, 2026, a 2.3% increase from the $1.26 billion of gross loans outstanding as of June 30, 2025. During the most recent quarter, our existing customer borrowing increased, while our new customer borrowing decreased, compared to the same quarter of fiscal 2026. New customer loan volume decreased 40.1%, compared to the same quarter of fiscal year 2026. At the end of the prior fiscal year, we tightened our underwriting of new customers given the proportion of new customers already in the portfolio and increasing macroeconomic uncertainty. As a result, our customer base decreased by 1.9% during the twelve-month period ended June 30, 2026, compared to an increase of 4.0% for the comparable period ended June 30, 2025. We have since expanded underwriting and expect to carefully increase new customer lending in the coming quarters.
Gross loans outstanding increased to $1.4 billion as of December 31, 2025, a 1.5% increase from the $1.38 billion of gross loans outstanding as of December 31, 2024, which is a substantial improvement from the 4.0% year over year decrease as of March 31, 2025. During the most recent quarter, gross loans outstanding increased sequentially 6.6%, or $86.8 million, from $1.32 billion as of September 30, 2025, compared to an increase of 6.6%, or $85.6 million, in the comparable quarter of the prior year. During the most recent quarter, our new and current customer borrowing increased when comparing the same quarter of fiscal 2025. Specifically, during the quarter, new and refinance customer loan volume increased 16.6% and 8.0% respectively, compared to the same quarter of fiscal 2025. Our customer base increased by 4.1% during the twelve-month period ended December 31, 2025, compared to an increase of 3.7% for the comparable period ended December 31, 2024. During the three months ended December 31, 2025 our unique borrowers increased by 4.2% compared to an increase of 6.2% during the three months ended December 31, 2024.
The $0.9$6.1 million net lossincome for the three months ended DecemberJune 31,30, 20252026 is a 106.8%285.4% decreaseincrease from net income of $13.4$1.6 million for the same period of the prior year. Operating income, which is revenue less provision for credit losses and general and administrative expenses, decreasedincreased by $15.5$7.4 million, or 56.9%,62.4%, compared to the same period of the prior year. Our results of operations were negatively impacted by an increase in provision for credit losses, largely related to our new loan growth;
however, we expect solid returns on our fiscal 2026 originations given early payment performance and yield. Further, the current third quarter included $5.4 million in share based compensation expense, which is a $5.0 million increase compared to the same quarter of the prior year due to share grants in December of 2024 and June of 2025.
Revenues for the three months ended DecemberJune 31,30, 20252026 increased by $2.6$6.4 million, or 1.9%,4.8%, to $141.3$139.2 million from $138.6$132.8 million for the same period of the prior year. Interest and fee income for the three months ended DecemberJune 31,30, 20252026 increased by $3.6$6.2 million, or 2.9%,5.4%, from the same period of the prior year due to an increase in outstanding balances and interest yields.
Insurance and other income for the three months ended December 31, 2025 decreased by $1.0 million, or 5.9%, from the same period of the prior year. Insurance income remained relatively flat at $12.5 million during the three months ended December 31, 2025 when compared to the three months ended December 31, 2024. Other income decreased $1.0 million, or 25.5%, to $2.8 million in the third quarter of fiscal 2026, compared to $3.8 million in the third quarter of fiscal 2025.
The provision for credit losses increased $7.3 million, or 16.6%, to $51.4 million from $44.1 million when comparing the third quarter of fiscal 2026 to the third quarter of fiscal 2025. The table below itemizes the key components of the CECL allowance and provision impact during the quarter.
The provision was negatively impacted by an increase in net charge-offs and growth in new customers during the quarter. Our 0-5 month customers increased as a percentage of the portfolio from 8.6% as of September 30, 2025 to 9.9% as of December 31, 2025. This led to an increase in the overall expected loss rates of the portfolio during the quarter.
Net charge-offs for the quarter increased $4.2 million, from $42.4 million in the third quarter of fiscal 2025 to $46.6 million in the third quarter of fiscal 2026. Net charge-offs as a percentage of average net loan receivables on an annualized basis increased to 18.7% in the third quarter of fiscal 2026 from 17.2% in the third quarter of fiscal 2025. Net charge-offs increased due to the increase in new customers in the twelve months ending September 30, 2025.
The Company's allowance for credit losses as a percentage of net loans was 11.8% at December 31, 2025 compared to 11.4% at December 31, 2024. Accounts that were 61 days or more past due on a recency basis decreased to 5.6% at December 31, 2025 compared to 5.7% at December 31, 2024. Recency delinquency on accounts at least 90 days past due remained relatively flat at 3.4% at December 31, 2025, compared to December 31, 2024. Recency delinquency on accounts 0 to 60 days past due decreased from 20.0% at December 31, 2024, to 18.1% at December 31, 2025.
G&A expenses for the three months ended December 31, 2025 increased by $10.8 million, or 16.1%, from the corresponding period of the previous year. As a percentage of revenues, G&A expenses increased from 48.5% during the three months ended December 31, 2024 to 55.3% during the three months ended December 31, 2025. G&A expenses per average open branch increased by 19.1% when comparing the two three-month periods. The change in G&A expense is explained in greater detail below.
Personnel expense totaled $51.3 million for the three months ended December 31, 2025, a $10.2 million, or 24.9%, increase over the three months ended December 31, 2024. Salary expense increased approximately $2.8 million, or 8.7%, during the quarter ended December 31, 2025, compared to the quarter ended December 31, 2024. Our headcount as of December 31, 2025 increased 10.2% compared to December 31, 2024. Benefit expense increased approximately $0.8 million, or 10.1%, when comparing the quarterly periods ended December 31, 2025 and 2024. Incentive expense increased $6.9 million in the third quarter of fiscal 2026 compared to the third quarter of fiscal 2025. The increase in incentive expense is primarily due to a $5.0 million increase in share based compensation expense. Share based compensation expense increased due to share grants in December of 2024 and June of 2025. There was also a significant increase in field level incentives. Over the last several months we have increased headcount in the field to further improve branch level performance.
Occupancy and equipment expense totaled $12.4 million for the three months ended December 31, 2025, a $0.1 million, or 1.2%, increase over the three months ended December 31, 2024.
Advertising expense decreased $0.7 million, or 15.5%, in the third quarter of fiscal 2026 compared to the third quarter of fiscal 2025 due to increased efficiency in our customer acquisition programs.
Amortization of intangible assets totaled $0.8 million for the three months ended December 31, 2025, a $0.2 million, or 17.2%, decrease over the three months ended December 31, 2024.
Other expense totaled $9.8 million for the three months ended December 31, 2025, a $1.3 million, or 15.3%, increase over the three months ended December 31, 2024.
Interest expense for the three months ended December 31, 2025 increased by $1.5 million, or 13.2%, from the corresponding three months of the previous year. Interest expense primarily increased due to a 17.1% increase in the average debt outstanding for the quarter, partially offset by a 2.8% decrease in the effective interest rate from 8.4% to 8.1%. The average debt outstanding increased from $534.0 million to $625.4 million when comparing the quarters ended December 31, 2024 and 2025. The Company’s debt-to-equity ratio increased from 1.3:1 at December 31, 2024 to 1.9:1 at December 31, 2025.
Other key return ratios for the three months ended December 31, 2025 included a 4.0% return on average assets and a return on average equity of 10.6% (both on a trailing 12-month basis), as compared to a 7.5% return on average assets and a return on average equity of 19.2% (both on a trailing 12-month basis) for the three months ended December 31, 2024.
The Company’s effective income tax rate was 10.1% for the three months ended December 31, 2025 compared to 16.4% for the corresponding period of the previous year. The change was the result of a decrease in pretax book income relative to the effects of various permanent items, including an increase in disallowed executive compensation under Section 162(m) and the permanent tax benefit related to nonqualified stock option exercises and vesting of restricted stock treated as discrete items in the current quarter.
Comparison of nine months ended December 31, 2025 versus nine months ended December 31, 2024
Gross loans outstanding increased to $1.40 billion as of December 31, 2025, a 1.5% increase from the $1.38 billion of gross loans outstanding as of December 31, 2024.
Net loss for the nine months ended December 31, 2025 decreased to $1.5 million from the $45.5 million net income reported for the same period of the prior year. Operating income (revenue less provision for credit losses and general and administrative expenses) decreased by $52.4 million, or 59.3%. The significant decrease is primarily the result of an $18.5 million reversal of share based compensation expense in the second quarter of the previous year associated with the forfeiture of the shares granted in the second tranche of our performance-based share plan that resulted in negative share based compensation expense of $18.6 million. Share based compensation expense for the nine months ended December 31, 2025 was $14.6 million, a $33.2 million increase compared to the same period of the prior year, mainly due to the prior year reversal noted above and share grants in December 2024 and June 2025. The nine month period ended December 31, 2025 also included a $3.7 million expense for the early redemption of our long-term notes, which includes a $3.0 million early call penalty and a $0.7 million write-off of the remaining unamortized debt issuance costs. Net loss was also negatively impacted by a $15.6 million increase in provision for credit losses, largely related to our new loan growth; however, we expect solid returns on our fiscal 2025 and 2026 originations given early payment performance and yield.
Revenues increased by $8.6 million, or 2.2%, to $408.2 million during the nine months ended December 31, 2025 from $399.6 million for the same period of the prior year. The increase was primarily due to an increase in outstanding balances and interest yields.
Interest and fee income for the nine months ended December 31, 2025 increased by $12.8 million, or 3.7%, from the same period of the prior year. Net loans outstanding at December 31, 2025 increased by 1.5% over the balance at December 31, 2024. Average net loans outstanding decreased by 0.1% for the nine months ended December 31, 2025 compared to the nine-month period ended December 31, 2024.
Insurance commissions and other income for the ninethree months ended DecemberJune 31,30, 20252026 decreasedincreased by $4.2$0.2 million, or 8.0%,1.3%, from the same period of the prior year. Insurance commissionsincome decreasedremained byessentially approximatelyunchanged $1.8at $11.3 million in the first quarter of fiscal 2027 compared to $11.5 million in the first quarter of fiscal 2026. Other income increased $0.5 million, or 4.9%,7.7%, duringto $6.4 million in the ninefirst monthsquarter endedof Decemberfiscal 31, 2025 when2027, compared to the$5.9 ninemillion months ended December 31, 2024. Other income decreased by $2.3 million, or 16.2%, duringin the ninefirst monthsquarter endedof Decemberfiscal 31, 2025 when compared to the nine months ended December 31, 2024.2026.
The provision for credit losses increaseddecreased $15.6$6.7 million, or 11.4%,13.4%, to $151.8$43.8 million from $136.2$50.5 million when comparing the first three quartersquarter of fiscal 20262027 to the first three quarters of fiscal 2025. Net charge-offs as a percentage of average net loans receivable on an annualized basis increased from 17.1% in the first three quarters of fiscal 2025 to 18.4% in the first three quartersquarter of fiscal 2026. The table below itemizes the key components of the CECL allowance and provision impact during the quarter.
Net charge-offs for the quarter decreased $1.5 million, from $44.8 million in the first quarter of fiscal 2026 to $43.3 million in the first quarter of fiscal 2027. Net charge-offs as a percentage of average net loan receivables on an annualized basis decreased to 18.2% in the first quarter of fiscal 2027 from 19.4% in the first quarter of fiscal 2026. Net charge-offs decreased due to the decrease in new customers during the twelve-month period ending June 30, 2026. Additionally, net charge-offs during the quarter include recoveries of $1.6 million related to a bulk sale of prior charge-offs.
The Company's allowance for credit losses as a percentage of net loans was 11.8% at June 30, 2026 compared to 11.6% at June 30, 2025. Accounts that were 61 days or more past due on a recency basis decreased to 5.2% at June 30, 2026 compared to 5.4% at June 30, 2025. Recency delinquency on accounts 0 to 60 days past due decreased from 19.2% at June 30, 2025, to 18.1% at June 30, 2026.
G&A expenses for the ninethree months ended DecemberJune 31,30, 20252026 increased by $45.4$5.8 million, or 25.9%,8.2%, from the corresponding period of the previous year. As a percentage of revenues, G&A expenses increased from 43.8%53.0% during the first ninethree months ofended fiscalJune 30, 2025 to 54.0%54.7% during the first ninethree months ofended fiscalJune 30, 2026. G&A expenses per average open branch increased by 29.4%9.4% when comparing the two nine-monththree-month periods. G&A expenses were negatively impacted during the current quarter by $4.6 million in CEO transition related expense. The change in G&A expense is explained in greater detail below.
Personnel expense totaled $145.1$50.8 million for the ninethree months ended DecemberJune 31,30, 2025,2026, a $45.3$5.1 million, or 45.4%,11.1%, increase over the ninethree months ended DecemberJune 31,30, 2024.2025. Salary expense increased approximately $5.5$2.5 million, or 5.9%,7.8%, when comparingduring the two nine month periodsquarter ended DecemberJune 31,30, 20252026, andcompared 2024.to the quarter ended June 30, 2025. Severance related costs increased salary expense by $2.1 million in the first quarter of fiscal 2027 compared to the first quarter of fiscal 2026. Our headcount as of DecemberJune 31,30, 20252026 increasedremained 10.2%relatively flat compared to DecemberJune 31,30, 2024. The increase is the result of annual salary increases and increased headcount in the field to further improve branch level performance.2025. Benefit expense increased approximately $2.3$1.0 million, or 10.0%,10.6%, when comparing the nine monthquarterly periods ended DecemberJune 31,30, 20252026 and 2024.2025. Incentive expense increased $38.0$3.3 million when comparingin the ninefirst monthquarter periodsof endedfiscal December2027 31,compared 2025to andthe 2024.first quarter of fiscal 2026. The increase in incentive expense is primarily due to a $33.2$2.0 million increase in shareCEO based compensationtransition expense. Share based compensation expense increased due to share grants in December of 2024 and June of 2025, and because the prior year period included a $18.5 million reversal of share based compensation expense associated with the forfeiture of the shares granted in the second tranche of our performance-based share plan.
Occupancy and equipment expense totaled $36.0 million for the nine months ended December 31, 2025, a $0.7 million, or 2.0%, decrease over the nine months ended December 31, 2024. Occupancy and equipment expense is generally a function of the number of branches the Company has open throughout the period. For the nine months ended December 31, 2025, the average occupancy and equipment expense per branch totaled $35.5 thousand, a $0.2 thousand, or 0.7%, increase when compared to the nine months ended December 31, 2024.
Advertising expense totaled $8.2 million for the nine months ended December 31, 2025, a $0.7 million, or 7.8%, decrease over the nine months ended December 31, 2024 due to increased efficiency in our customer acquisition programs.
Amortization of intangible assets totaled $2.4 million for the nine months ended December 31, 2025, a $0.5 million, or 16.7%, decrease over the nine months ended December 31, 2024.
OtherOccupancy and equipment expense totaled $28.6$12.0 million for the ninethree months ended DecemberJune 31,30, 2025,2026, a $2.1$0.2 million, or 7.8%,2.1%, increase over the ninethree months ended DecemberJune 31,30, 2024.2025.
Advertising expense decreased $0.2 million, or 7.6%, in the first quarter of fiscal 2027 compared to the first quarter of fiscal 2026 due to decreased spending on new customer acquisition programs.
Amortization of intangible assets totaled $0.8 million for the three months ended June 30, 2026, a $0.1 million, or 6.9%, decrease over the three months ended June 30, 2025.
Other expense totaled $10.4 million for the three months ended June 30, 2026, a $0.7 million, or 7.1%, increase over the three months ended June 30, 2025.
Interest expense for the ninethree months ended DecemberJune 31,30, 20252026 increased by $5.2$1.8 million, or 16.6%,18.6%, from the corresponding ninethree months of the previous year. Interest expense primarily increased due to a $3.0 million early call penalty on our long-term notes, and a $0.7 million write-off of the remaining unamortized debt issuance costs during the second quarter of fiscal 2026. Additionally, there was a 4.7%27.6% increase in the average debt outstanding,outstanding fromfor $508.5the million to $532.7 million. The increase in interest expense wasquarter, partially offset by a 3.4%6.4% decrease in the effective interest rate from 8.5%8.3% to 8.2%.7.8%. The average debt outstanding increased from $456.2 million to $582.3 million when comparing the quarters ended June 30, 2025 and 2026. The Company’s debt-to-equity ratio increased from 1.1:1 at June 30, 2025 to 1.6:1 at June 30, 2026.
Other key return ratios for the first ninethree months ofended fiscalJune 30, 2026 included a 4.0%3.6% return on average assets and a return on average equity of 10.6% (both on a trailing 12-month basis), as compared to a 7.5%7.8% return on average assets and a return on average equity of 19.2%19.1% (both on a trailing 12-month basis) for the first ninethree months ofended fiscalJune 30, 2025.
The Company’s effective income tax rate was a negative 100.8%22.7% for the ninethree months ended DecemberJune 31,30, 20252026 compared to 20.1%30.2% for the corresponding period of the previous year. The Companydecrease finalizedwas the result of a settlement with various taxing authorities that resulted in an increase in the reserve under ASC 740-10740 (unrecognized tax positions) which iswas treated as a discrete item in the currentprior period,year alongquarter. withThis awas decreasepartially inoffset pretax book income relative to the effects of various permanent items includingby an increase in disallowed executive compensation under Section 162(m) in the current period. This was partially offset by the permanent tax benefit related to nonqualified stock option exercises and vesting of restricted stock treated as discrete items in the current period.quarter.
The Company has historically financed and continues to finance its operations, acquisitions and branch expansion primarily through a combination of cash flows from operations and borrowings from its institutional lenders. As discussed below, the Company has also issued debt securities to finance its operations and repay a portion of its outstanding indebtedness. The Company has generally applied its cash flows from operations to fund its loan volume, fund acquisitions, repay long-term indebtedness, and repurchase its common stock. Net cash provided by operating activities for the ninethree months ended DecemberJune 31,30, 20252026 was $164.8$64.4 million.
As of DecemberJune 31,30, 2025,2026, the Company's debt outstanding was $677.2$572.8 million and its shareholders' equity was $351.6$362.2 million resulting in a debt-to-equity ratio of 1.91.6:1.0. Management will continue to monitor the Company's debt-to-equity ratio and is committed to maintaining a debt level that will allow the Company to continue to execute its business objectives, while not putting undue stress on its consolidated balance sheet.
As of DecemberJune 31,30, 2025,2026, the Company had two credit facilities: the Revolving Credit Facility and the Warehouse Facility. The Revolving Credit Facility provides, among other things, aggregate commitments of the Lenders of $640.0$655.0 million, with an accordion feature that can increase the aggregate commitments by $150.0$135.0 million (for a total commitment, if the full accordion is borrowed, of $790.0 million).
Subject to a borrowing base formula, the Company could borrow at the rate of one month SOFR plus 0.10% and an applicable margin of 3.5% with a minimum rate of 4.5% under the Revolving Credit Agreement. At DecemberJune 31,30, 2025,2026, the aggregate commitments under the Revolving Credit Agreement were $640.0$655.0 million. The borrowing base limitation was equal to the product of (a) the Company’s eligible finance receivables, less unearned finance charges, insurance premiums and insurance commissions applicable to such eligible finance receivables, and (b) an advance rate percentage that ranges from 70% to 80% based on a collateral performance indicator equal to the sum of, for the Company and certain of its subsidiaries (a) a three-month rolling average rate of receivables at least sixty days past due and (b) an eight-month rolling average net charge-off rate. The Company had $789.7$816.1 thousand in outstanding standby letters of credit which include (i) $200.0 thousand related to worker's compensation expiring on October 16, 2026 and (ii) $589.7$616.1 thousand related to the Company's investment in captive insurance expiring on AprilMarch 12,01, 2026.2027. Both letters of credit automatically extend for one year on their expiration dates. Further, under the Revolving Credit Agreement, the administrative agent has the right to set aside reasonable reserves against the available borrowing base in such amounts as it may deem appropriate, including, without limitation, reserves with respect to certain regulatory events or any increased operational, legal, or regulatory risk of the Company and its subsidiaries.
For the ninethree months ended DecemberJune 31,30, 20252026 and fiscal year ended March 31, 2025,2026, the Company’s effective interest rate, including the commitment fee and amortization of debt issuance costs, as it relates to the Revolving Credit Agreement was 8.3%7.8% annualized and 9.5%,8.3%, respectively. At DecemberJune 31,30, 2025,2026, the unused amount available under the Revolving Credit Facility was $63.5$103.6 million. Borrowings under the Revolving Credit Facility have a maturity date of July 22, 2028.
The Warehouse Facility provides for a revolving $175.0 million warehouse facility and is secured by certain consumer loan receivables that were directly originated by certain of the Company’s subsidiaries. As of DecemberJune 31,30, 2025,2026, the Company may borrow at the rate of one-month SOFR plus 0.11448% and an applicable margin of 3.00%, with a minimum rate of 4.00%. The Credit Agreement has a commitment fee of 0.50% per annum on the unused portion of the commitment.
For the ninethree months ended DecemberJune 31,30, 2025,2026, the Company’s effective interest rate, including the commitment fee and amortization of debt issuance costs, as it relates to the Credit Agreement was 6.3%.7.9%. At DecemberJune 31,30, 2025,2026, the unused amount available under the Warehouse Facility was $73.5$69.8 million. Borrowings under the Warehouse Facility have an expected maturity date of September 29, 2027.
The Company continues to believe stock repurchases are a viable component of the Company’s long-term financial strategy and an excellent use of excess cash when the opportunity arises. Additional share repurchases can be made subject to compliance with, among other things, applicable restricted payment covenants under the Revolving Credit Agreement. Our first priority is to ensure we have enough capital to fund loan growth. As of DecemberJune 31,30, 2025,2026, subject to further approval from our Board of Directors, we could repurchase approximately $61.1$63.8 million of shares under the terms of our Revolving Credit Agreement. To the extent we have excess capital, we may repurchase stock, if appropriate and as authorized by our Board of Directors.
Revolving Credit Facility Debt Covenants
The Revolving Credit Agreement contains a number of affirmative and negative covenants that, among other things, restrict our ability to incur liens, incur indebtedness, pay dividends and repurchase or redeem capital stock, make certain restricted payments, merge or consolidate, dispose of assets, make acquisitions or other investments, redeem or prepay subordinated debt, amend subordinated debt documents, make changes in the nature of its business, and engage in transactions with affiliates. The agreement allows the Company to incur subordinated debt that matures after the termination date of the Revolving Credit Agreement and that contains specified subordinated terms, subject to limitations on amount imposed by the financial covenants under the Revolving Credit Agreement. In addition, the Revolving Credit Agreement requires the Company to (i) keep and maintain a Consolidated Net Worth of $325.0 million, (ii) have a ratio of Net Income Available for Fixed Charges to Fixed Charges of not less than 2.25 to 1.00, (iii) not permit the aggregate unpaid principal amount of Total Debt to exceed 225.0% of Consolidated Adjusted Net Worth, and (iv) maintain an Asset Quality Indicator (Consolidated) of less than or equal to 26.0%. Each of the capitalized terms used and not defined herein have the meanings set forth in the Revolving Credit Agreement.
On May 22, 2026, the Company entered into a Consent and Limited Modification to Fixed Charge Ratio (the "Modification") with Bank of Montreal, as Administrative Agent and Collateral Agent, and the Required Lenders party to the Revolving Credit Agreement dated as of July 22, 2025 (as amended or otherwise modified from time to time), by and among the Company, the lenders from time to time party thereto, and BMO, as Administrative Agent and Collateral Agent.
Pursuant to Section 8.7(b) of the Revolving Credit Agreement, the Company and its Restricted Subsidiaries are required to maintain a ratio of Net Income Available for Fixed Charges to Fixed Charges (the "Financial Covenant") of not less than 2.25 to 1.0 for each fiscal quarter. The Modification provides for a limited, temporary modification of the Financial Covenant as follows:
i.2.20 to 1.0 as of the fiscal quarter ending March 31, 2026;
ii.2.10 to 1.0 as of the fiscal quarter ending June 30, 2026; and iii.2.15 to 1.0 as of the fiscal quarter ending September 30, 2026.
Commencing with the fiscal quarter ending December 31, 2026, and for all fiscal quarters thereafter, the Financial Covenant shall revert to its original level of not less than 2.25 to 1.0, without regard to the limited modification set forth in the Modification.
Except as expressly modified by the Modification, the Revolving Credit Agreement remains in full force and effect in accordance with its current terms.
WRLD insider buying and selling (Form 4)
Since 2026-04-11, insiders reported open-market purchases in 0 Form 4 filings and open-market sales in 12 filings (8 insiders, 12 trade dates, 144,165 shares, about $27.2M; 6 of these filings say the sales were made under a Rule 10b5-1 trading plan). Net open-market shares: -144,165 (purchases minus sales); net value about -$27.2M.Totals add up every open-market (code P and S) line in those filings, using the prices reported in the filings. Awards, option exercises, tax withholding and gifts are listed below but not counted.
| Trade date | Insider | Transaction | Shares | Price | Value |
|---|---|---|---|---|---|
| 2026-09-24 | Calmes John L Jr |
Grant/award | 1,960 | — | — |
| 2026-08-14 | Prescott General Partners Llc |
Open-market sale | 10,656 | $187.69 | $2.0M |
| 2026-08-14 | Prescott General Partners Llc |
Open-market sale | 72,460 | $187.69 | $13.6M |
| 2026-08-14 | Prescott General Partners Llc |
Open-market sale | 7,992 | $187.69 | $1.5M |
| 2026-08-14 | Prescott General Partners Llc |
Open-market sale | 42,091 | $187.69 | $7.9M |
| 2026-08-12 | Childers Jason E. |
Open-market sale | 2,000 | $190.74 | $381.5K |
| 2026-08-10 | Robinson Benjamin E Iii |
Open-market sale |
90 | $187.26 | $16.9K |
| 2026-08-03 | Mcintyre Scott |
Open-market sale | 1,300 | $185.00 | $240.5K |
| 2026-07-30 | Calmes John L Jr |
Open-market sale | 2,000 | $186.00 | $372.0K |
| 2026-07-02 | Prescott General Partners Llc |
Other | 56,274 | $219.46 | $12.3M |
| 2026-06-30 | Way Charles D |
Open-market sale |
833 | $225.00 | $187.4K |
| 2026-06-29 | Robinson Benjamin E Iii |
Open-market sale |
2,031 | $222.77 | $452.4K |
| 2026-06-29 | Robinson Benjamin E Iii |
Option exercise |
2,031 | $188.38 | $382.6K |
| 2026-06-26 | Way Charles D |
Open-market sale |
833 | $210.00 | $174.9K |
| 2026-06-15 | Caulder Alice Lindsay |
Open-market sale | 609 | $181.00 | $110.2K |
| 2026-06-12 | Umstetter Luke J. |
Open-market sale | 1,000 | $181.66 | $181.7K |
| 2026-06-03 | Matricciani Janet Lewis |
Other | 6,503 | — | — |
| 2026-05-22 | Robinson Benjamin E Iii |
Open-market sale |
90 | $160.00 | $14.4K |
| 2026-05-13 | Matricciani Janet Lewis |
Shares withheld for tax | 264 | $149.88 | $39.6K |
| 2026-04-30 | Robinson Benjamin E Iii |
Open-market sale |
180 | $160.00 | $28.8K |
| 2026-04-16 | Matricciani Janet Lewis |
Grant/award | 7,095 | — | — |
| 2026-04-10 | Prashad R Chad |
Shares withheld for tax | 8,277 | $148.80 | $1.2M |
Well-known investors holding WRLD (13F)
| Investor | Quarter | Shares | Reported value | % of their 13F | Change vs prior quarter |
|---|---|---|---|---|---|
| AQR Capital Management (Cliff Asness) | 2026-06-30 | 201,263 | $45.0M | 0.02% | Added 30% |
| Citadel Advisors (Ken Griffin) | 2026-06-30 | 60,059 | $13.4M | 0.01% | Added 935% |
| Millennium Management (Israel Englander) | 2026-06-30 | 45,588 | $10.2M | 0.01% | Reduced 51% |
| Renaissance Technologies | 2026-06-30 | 43,800 | $9.8M | 0.01% | Reduced 10% |
| Two Sigma Investments | 2026-06-30 | 26,468 | $5.9M | 0.0% | Reduced 31% |
| D. E. Shaw & Co. | 2026-06-30 | 22,839 | $5.1M | 0.0% | Added 18% |
| Point72 Asset Management (Steve Cohen) | 2026-06-30 | 1,609 | $360.1K | 0.0% | Reduced 69% |