# CONSUMER PORTFOLIO SERVICES, INC. (CPSS)

Informational only - not investment advice.

CIK: 0000889609
SIC: 6199 Finance Services
SIC breadcrumb: [Finance, Insurance, And Real Estate](/division/H/) > [SIC Major Group 61](/major-group/61/) > [SIC 6199 Finance Services](/industry/6199/)
Latest 10-K filed: 2026-03-16
SEC page: https://www.sec.gov/edgar/browse/?CIK=889609
Filing source: https://www.sec.gov/Archives/edgar/data/889609/000168316826001856/cps_i10k-123125.htm

## Selected Fundamentals
| Metric | Value | Unit | FY | Filed |
| --- | ---: | --- | ---: | --- |
| Revenue | 434470000 | USD | 2025 | 2026-03-16 |
| Net income | 19325000 | USD | 2025 | 2026-03-16 |
| Assets | 3858193000 | USD | 2025 | 2026-03-16 |

## Financials

Annual standardized facts from SEC companyfacts as of latest extracted filing date 2026-03-16. Source: https://data.sec.gov/api/xbrl/companyfacts/CIK0000889609.json. Derived margins, ratios, and free cash flow are computed from the extracted annual SEC facts.

| Metric | 2016 | 2017 | 2018 | 2019 | 2020 | 2021 | 2022 | 2023 | 2024 | 2025 |
| --- | ---: | ---: | ---: | ---: | ---: | ---: | ---: | ---: | ---: | ---: |
| Revenue | 422,282,000 | 434,383,000 | 389,775,000 | 345,800,000 | 271,161,000 | 267,811,000 | 329,709,000 | 352,014,000 | 393,506,000 | 434,470,000 |
| Net income | 29,300,000 | 3,765,000 | 14,862,000 | 5,406,000 | 21,677,000 | 47,524,000 | 85,983,000 | 45,343,000 | 19,203,000 | 19,325,000 |
| Diluted EPS | 1.01 | 0.14 | 0.59 | 0.22 | 0.90 | 1.84 | 3.23 | 1.80 | 0.79 | 0.80 |
| Operating cash flow | 196,333,000 | 215,648,000 | 216,205,000 | 216,784,000 | 238,767,000 | 198,194,000 | 215,932,000 | 237,980,000 | 233,755,000 | 289,001,000 |
| Capital expenditures | 1,079,000 | 669,000 | 1,077,000 | 751,000 | 24,000 | 1,976,000 | 2,149,000 | 559,000 | 433,000 | 709,000 |
| Share buybacks | 10,468,000 | 12,346,000 | 5,307,000 | 1,440,000 | 1,215,000 | 25,676,000 | 46,096,000 | 20,273,000 | 12,828,000 | 8,672,000 |
| Assets | 2,410,402,000 | 2,424,841,000 | 2,485,680,000 | 2,539,249,000 | 2,145,895,000 | 2,159,578,000 | 2,752,768,000 | 2,903,746,000 | 3,493,868,000 | 3,858,193,000 |
| Liabilities | 2,224,184,000 | 2,240,904,000 | 2,288,562,000 | 2,336,608,000 | 2,012,533,000 | 1,989,371,000 | 2,524,379,000 | 2,629,078,000 | 3,201,098,000 | 3,548,657,000 |
| Stockholders' equity | 186,218,000 | 183,937,000 | 197,118,000 | 110,166,000 | 133,362,000 | 170,207,000 | 228,389,000 | 274,668,000 | 292,770,000 | 309,536,000 |
| Cash and cash equivalents | 13,936,000 | 12,731,000 | 12,787,000 | 5,295,000 | 13,466,000 | 29,928,000 | 13,490,000 | 6,174,000 | 11,713,000 | 6,322,000 |
| Free cash flow | 195,254,000 | 214,979,000 | 215,128,000 | 216,033,000 | 238,743,000 | 196,218,000 | 213,783,000 | 237,421,000 | 233,322,000 | 288,292,000 |

### Ratios

ROE and ROA use period-end equity/assets. Liabilities / equity uses total liabilities divided by stockholders' equity. Current ratio uses current assets divided by current liabilities when both are reported.

| Metric | 2016 | 2017 | 2018 | 2019 | 2020 | 2021 | 2022 | 2023 | 2024 | 2025 |
| --- | ---: | ---: | ---: | ---: | ---: | ---: | ---: | ---: | ---: | ---: |
| Net margin | 6.94% | 0.87% | 3.81% | 1.56% | 7.99% | 17.75% | 26.08% | 12.88% | 4.88% | 4.45% |
| Return on equity | 15.73% | 2.05% | 7.54% | 4.91% | 16.25% | 27.92% | 37.65% | 16.51% | 6.56% | 6.24% |
| Return on assets | 1.22% | 0.16% | 0.60% | 0.21% | 1.01% | 2.20% | 3.12% | 1.56% | 0.55% | 0.50% |
| Liabilities / equity | 11.94 | 12.18 | 11.61 | 21.21 | 15.09 | 11.69 | 11.05 | 9.57 | 10.93 | 11.46 |

## Quarterly

Quarterly standardized facts from SEC companyfacts as of latest extracted filing date 2026-05-08. Source: https://data.sec.gov/api/xbrl/companyfacts/CIK0000889609.json.

Flow metrics use discrete quarter-length periods from 10-Q/10-Q/A filings. Q4 revenue and net income are derived only when annual FY and nine-month YTD facts exist for the same fiscal year; derived Q4 values are labeled. EPS Q4 is not derived.

| Quarter | End date | Revenue | Net income | Diluted EPS | Method |
| --- | --- | ---: | ---: | ---: | --- |
| 2022-Q2 | 2022-06-30 |  |  | 0.91 | reported discrete quarter |
| 2022-Q3 | 2022-09-30 |  |  | 0.95 | reported discrete quarter |
| 2023-Q1 | 2023-03-31 |  |  | 0.54 | reported discrete quarter |
| 2023-Q2 | 2023-06-30 | 84,858,000 | 13,954,000 | 0.55 | reported discrete quarter |
| 2023-Q3 | 2023-09-30 | 92,079,000 | 10,379,000 | 0.41 | reported discrete quarter |
| 2023-Q4 | 2023-12-31 | 91,977,000 | 7,187,000 |  | derived Q4 = FY annual - nine-month YTD |
| 2024-Q1 | 2024-03-31 | 91,744,000 | 4,590,000 | 0.19 | reported discrete quarter |
| 2024-Q2 | 2024-06-30 | 95,880,000 | 4,672,000 | 0.19 | reported discrete quarter |
| 2024-Q3 | 2024-09-30 | 100,580,000 | 4,796,000 | 0.20 | reported discrete quarter |
| 2024-Q4 | 2024-12-31 | 105,303,000 | 5,145,000 |  | derived Q4 = FY annual - nine-month YTD |
| 2025-Q1 | 2025-03-31 | 106,874,000 | 4,694,000 | 0.19 | reported discrete quarter |
| 2025-Q2 | 2025-06-30 | 109,764,000 | 4,797,000 | 0.20 | reported discrete quarter |
| 2025-Q3 | 2025-09-30 | 108,421,000 | 4,853,000 | 0.20 | reported discrete quarter |
| 2025-Q4 | 2025-12-31 | 109,410,000 | 4,981,000 |  | derived Q4 = FY annual - nine-month YTD |
| 2026-Q1 | 2026-03-31 | 112,334,000 | 5,539,000 | 0.24 | reported discrete quarter |

## Macro Cross-References
- [CPIAUCSL](/indicator/CPIAUCSL/): Consumer Price Index for All Urban Consumers: All Items in U.S. City Average
- [UNRATE](/indicator/UNRATE/): Unemployment Rate
- [FEDFUNDS](/indicator/FEDFUNDS/): Federal Funds Effective Rate
- [CES0500000003](/indicator/CES0500000003/): Average Hourly Earnings of All Employees, Total Private
- [DFEDTARU](/indicator/DFEDTARU/): Federal Funds Target Range - Upper Limit
- [DFEDTARL](/indicator/DFEDTARL/): Federal Funds Target Range - Lower Limit
- [DGS3MO](/indicator/DGS3MO/): Market Yield on U.S. Treasury Securities at 3-Month Constant Maturity
- [DGS2](/indicator/DGS2/): Market Yield on U.S. Treasury Securities at 2-Year Constant Maturity
- [DGS10](/indicator/DGS10/): Market Yield on U.S. Treasury Securities at 10-Year Constant Maturity
- [DGS30](/indicator/DGS30/): Market Yield on U.S. Treasury Securities at 30-Year Constant Maturity
- [T10Y2Y](/indicator/T10Y2Y/): 10-Year Treasury Constant Maturity Minus 2-Year Treasury Constant Maturity
- [CPILFESL](/indicator/CPILFESL/): Consumer Price Index for All Urban Consumers: All Items Less Food and Energy
- [CPIUFDSL](/indicator/CPIUFDSL/): Consumer Price Index for All Urban Consumers: Food
- [CPIENGSL](/indicator/CPIENGSL/): Consumer Price Index for All Urban Consumers: Energy
- [CUSR0000SAH1](/indicator/CUSR0000SAH1/): Consumer Price Index for All Urban Consumers: Shelter
- [PCEPI](/indicator/PCEPI/): Personal Consumption Expenditures: Chain-type Price Index
- [PCEPILFE](/indicator/PCEPILFE/): Personal Consumption Expenditures Excluding Food and Energy: Chain-type Price Index
- [PPIACO](/indicator/PPIACO/): Producer Price Index by Commodity: All Commodities
- [T10YIE](/indicator/T10YIE/): 10-Year Breakeven Inflation Rate
- [U6RATE](/indicator/U6RATE/): Total Unemployed, Plus All Marginally Attached Workers Plus Total Employed Part Time for Economic Reasons
- [PAYEMS](/indicator/PAYEMS/): All Employees, Total Nonfarm
- [CIVPART](/indicator/CIVPART/): Labor Force Participation Rate
- [EMRATIO](/indicator/EMRATIO/): Employment-Population Ratio
- [UNEMPLOY](/indicator/UNEMPLOY/): Unemployed
- [CE16OV](/indicator/CE16OV/): Employment Level
- [ICSA](/indicator/ICSA/): Initial Claims
- [JTSJOL](/indicator/JTSJOL/): Job Openings: Total Nonfarm
- [JTSQUR](/indicator/JTSQUR/): Quits: Total Nonfarm
- [GDPC1](/indicator/GDPC1/): Real Gross Domestic Product
- [A191RL1Q225SBEA](/indicator/A191RL1Q225SBEA/): Real Gross Domestic Product: Percent Change from Preceding Period
- [INDPRO](/indicator/INDPRO/): Industrial Production: Total Index
- [TCU](/indicator/TCU/): Capacity Utilization: Total Index
- [HOUST](/indicator/HOUST/): New Privately-Owned Housing Units Started: Total Units
- [PERMIT](/indicator/PERMIT/): New Privately-Owned Housing Units Authorized in Permit-Issuing Places: Total Units
- [RSAFS](/indicator/RSAFS/): Advance Retail Sales: Retail Trade
- [PCE](/indicator/PCE/): Personal Consumption Expenditures
- [DSPIC96](/indicator/DSPIC96/): Real Disposable Personal Income
- [PSAVERT](/indicator/PSAVERT/): Personal Saving Rate
- [M2SL](/indicator/M2SL/): M2
- [BOPGSTB](/indicator/BOPGSTB/): U.S. International Trade in Goods and Services: Balance
- [MSPUS](/indicator/MSPUS/): Median Sales Price of Houses Sold for the United States
- [HSN1F](/indicator/HSN1F/): New One Family Houses Sold: United States
- [RHORUSQ156N](/indicator/RHORUSQ156N/): Homeownership Rate in the United States
- [TTLCONS](/indicator/TTLCONS/): Total Construction Spending: Total Construction in the United States
- [RRVRUSQ156N](/indicator/RRVRUSQ156N/): Rental Vacancy Rate in the United States
- [TOTALSL](/indicator/TOTALSL/): Total Consumer Credit Owned and Securitized
- [REVOLSL](/indicator/REVOLSL/): Revolving Consumer Credit Owned and Securitized
- [DRCCLACBS](/indicator/DRCCLACBS/): Delinquency Rate on Credit Card Loans, All Commercial Banks
- [GDP](/indicator/GDP/): Gross Domestic Product
- [GPDI](/indicator/GPDI/): Gross Private Domestic Investment
- [GCE](/indicator/GCE/): Government Consumption Expenditures and Gross Investment
- [PCEC](/indicator/PCEC/): Personal Consumption Expenditures
- [NETEXP](/indicator/NETEXP/): Net Exports of Goods and Services
- [GFDEBTN](/indicator/GFDEBTN/): Federal Debt: Total Public Debt
- [GFDEGDQ188S](/indicator/GFDEGDQ188S/): Federal Debt: Total Public Debt as Percent of Gross Domestic Product
- [FYFSD](/indicator/FYFSD/): Federal Surplus or Deficit
- [FGRECPT](/indicator/FGRECPT/): Federal Government Current Receipts
- [FGEXPND](/indicator/FGEXPND/): Federal Government: Current Expenditures
- [MANEMP](/indicator/MANEMP/): All Employees, Manufacturing
- [USCONS](/indicator/USCONS/): All Employees, Construction
- [USTRADE](/indicator/USTRADE/): All Employees, Retail Trade
- [USFIRE](/indicator/USFIRE/): All Employees, Financial Activities
- [USGOVT](/indicator/USGOVT/): All Employees, Government
- [AWHAETP](/indicator/AWHAETP/): Average Weekly Hours of All Employees, Total Private
- [DGORDER](/indicator/DGORDER/): Manufacturers' New Orders: Durable Goods
- [NEWORDER](/indicator/NEWORDER/): Manufacturers' New Orders: Nondefense Capital Goods Excluding Aircraft
- [BUSINV](/indicator/BUSINV/): Total Business Inventories
- [EXPGS](/indicator/EXPGS/): Exports of Goods and Services
- [IMPGS](/indicator/IMPGS/): Imports of Goods and Services
- [IR](/indicator/IR/): Import Price Index (End Use): All Commodities
- [PPIFIS](/indicator/PPIFIS/): Producer Price Index by Commodity: Final Demand

## Latest quarter (10-Q)

Latest 10-Q source: https://www.sec.gov/Archives/edgar/data/889609/000168316826003607/cps_i10q-033126.htm

Extracted structurally from real Item 2 body heading to real Item 3/4 boundary.
Confidence: high
Filing date: 2026-05-08
Report date: 2026-03-31

Item 2. Management’s Discussion and
Analysis of Financial Condition and Results of Operations

Overview

We are a specialty finance
company. Our business is to purchase and service retail automobile contracts originated primarily by franchised automobile dealers and,
to a lesser extent, by select independent dealers in the United States in the sale of new and used automobiles, light trucks and passenger
vans. Through our automobile contract purchases, we provide indirect financing to the customers of dealers who have limited credit histories
or past credit problems, who we refer to as sub-prime customers. We serve as an alternative source of financing for dealers, facilitating
sales to customers who otherwise might not be able to obtain financing from traditional sources, such as commercial banks, credit unions
and the captive finance companies affiliated with major automobile manufacturers. In addition to purchasing installment purchase contracts
directly from dealers, we have also (i) originated vehicle purchase money loans by lending directly to consumers, (ii) acquired installment
purchase contracts in four merger and acquisition transactions, and (iii) purchased immaterial amounts of vehicle purchase money loans
from non-affiliated lenders. In this report, we refer to all of such contracts and loans as “automobile contracts.”

We were incorporated and began
our operations in March 1991. From inception through March 31, 2026, we have originated a total of approximately $25.2 billion of automobile
contracts from dealers, and to a lesser degree, by originating loans secured by automobiles directly with consumers. Our recent history
of contract purchase volumes and managed portfolio levels are shown in the table below. Managed portfolio comprises both contracts we
owned and those we were servicing for third parties.

Contract Purchases and Outstanding Managed Portfolio

$ in thousands

Period

Contracts Purchased in Period

Managed Portfolio at Period End

2021

1,146,321

2,249,069

2022

1,854,385

3,001,308

2023

1,357,752

3,194,623

2024

1,681,941

3,665,725

2025

1,638,326

3,898,425

Three months ended March 31, 2026

533,220

4,058,335

Our principal executive offices
are in Las Vegas, Nevada. Most of our operational and administrative functions take place in Irvine, California. Credit and underwriting
functions are performed primarily in that California branch with certain of these functions also performed in our Florida, Nevada, and
Virginia branches. We service our automobile contracts from our California, Nevada, Virginia, Florida and Illinois branches.

The programs we offer to dealers
and consumers are intended to serve a wide range of sub-prime customers, primarily through franchised new car dealers. We originate automobile
contracts with the intention of financing them on a long-term basis through securitizations. Securitizations are transactions in which
we sell a specified pool of contracts to a special purpose subsidiary of ours, which in turn issues asset-backed securities to fund the
purchase of the pool of contracts from us.

24

Securitization and Warehouse Credit Facilities

Throughout the period for which
information is presented in this report, we have purchased automobile contracts with the intention of financing them on a long-term basis
through securitizations, and on an interim basis through warehouse credit facilities. All such financings have involved identification
of specific automobile contracts, sale of those automobile contracts (and associated rights) to one of our special-purpose subsidiaries,
and issuance of asset-backed securities to be purchased by institutional investors. Depending on the structure, these transactions may
be accounted for under generally accepted accounting principles as sales of the automobile contracts or as secured financings. All of
our active securitizations are structured as secured financings.

When structured to be treated as a secured financing
for accounting purposes, the subsidiary is consolidated with us. Accordingly, the sold automobile contracts and the related debt appear
as assets and liabilities, respectively, on our consolidated balance sheet. We then periodically (i) recognize interest and fee income
on the contracts, and (ii) recognize interest expense on the securities issued in the transaction. For automobile contracts acquired after
2017 we take account of estimated credit losses in our computation of a level yield used to determine recognition of interest on the contracts.
For contracts acquired before 2018, we adopted CECL on January 1, 2020, and we may, as circumstances warrant, record or reverse expense
provisions for credit losses.

Since 1994 we have conducted
108 term securitizations of automobile contracts that we originated. As of March 31, 2026, 19 of those securitizations are active and
all are structured as secured financings. We generally conduct our securitizations on a quarterly basis, near the beginning of each calendar
quarter, resulting in four securitizations per calendar year.

Our recent history of term securitizations
is summarized in the table below:

Recent Asset-Backed Term Securitizations

$ in thousands

Period

Number of Term Securitizations

Receivables Pledged in Term Securitizations

2020

4

741,867

2021

3

1,145,002

2022

4

1,537,383

2023

4

1,352,114

2024

4

1,533,854

2025

4

1,727,785

Three months ended March 31, 2026

1

352,664

Generally, prior to a securitization
transaction we fund our automobile contract purchases primarily with proceeds from warehouse credit facilities. We currently have short-term
funding capacity of $702.5 million over three credit facilities. The first credit facility was established in May 2012. This facility
was most recently renewed in July 2024, extending the revolving period to July 2026, with an optional amortization period through July
2027. In addition, the capacity was increased from $200 million to $335 million in December 2024.

In November 2015, we entered into a $100 million
facility with Ares Agent Services, L.P. In June 2022, we increased the capacity of our credit agreement from $100 million to $200 million.
This facility was most recently renewed in March 2024, extending the revolving period to March 2026, followed by an amortization period
to March 2028. In March 2026, the revolving period was extended to April 2026. There was nothing outstanding under this facility at March
31, 2026.

25

In October 2025, we entered
into a new $167.5 million facility. This facility has a two year revolving period to October 2027, with an optional amortization period
through April 2029.

In a securitization and in
our warehouse credit facilities, we are required to make certain representations and warranties, which are generally similar to the representations
and warranties made by dealers in connection with our purchase of the automobile contracts. If we breach any of our representations or
warranties, we may be required to repurchase the automobile contract at a price equal to the principal balance plus accrued and unpaid
interest. We may then be entitled under the terms of our dealer agreement to require the selling dealer to repurchase the contract at
a price equal to our purchase price, less any principal payments made by the customer. Subject to any recourse against dealers, we will
bear the risk of loss on repossession and resale of vehicles under automobile contracts that we repurchase.

In a securitization, the related
special purpose subsidiary may be unable to release excess cash to us if the credit performance of the securitized automobile contracts
falls short of pre-determined standards. Such releases represent a material portion of the cash that we use to fund our operations. An
unexpected deterioration in the performance of securitized automobile contracts could therefore have a material adverse effect on both
our liquidity and results of operations.

In addition, from time to
time, we have also completed financings of our residual interests in other securitizations that we and our affiliates previously sponsored.
On March 4, 2026, we completed a $50 million securitization of residual interests from previously issued securitizations. In the transaction,
qualified institutional buyers purchased $50.0 million of asset-backed notes secured by an 80% interest in a CPS affiliate that owns the
residual interests in four CPS securitizations issued from January 2025 through October 2025. The sold notes (“2026-1 Notes”),
issued by CPS Auto Securitization Trust 2026-1, consist of a single class with a coupon of 8.75%.

Receivables we originate and
service for third parties are not pledged to our warehouse facilities or included in our securitizations.

Financial Covenants

Our
warehouse credit facilities and our residual interest financings contain various financial covenants requiring certain minimum financial
ratios. Such covenants include maintaining minimum levels of liquidity and net worth and not exceeding maximum leverage levels. In addition,
certain securitization and non-securitization related debt contain cross-default provisions that would allow certain creditors to declare
a default if a default occurred under a different facility. As of March 31, 2026 we were in compliance with all such financial covenants.

Results
of Operations

Comparison of Operating Results
for the three months ended March 31, 2026, with the three months ended March 31, 2025

Revenues.  During
the three months ended March 31, 2026, our revenues were $112.3 million, an increase of $5.5 million, or 5.1% from the prior year revenue
of 106.9 million. The primary reason for the increase in revenues is the increase in interest income resulting from the increase in the
average outstanding balance of finance receivables measured at fair value. Revenues for the three months ended March 31, 2026, did not
include a mark to the recorded value of the finance receivables measured at fair value. Marks are estimates based on our evaluation of
the appropriate fair value and future earnings rate of existing receivables compared to recently acquired receivables and increases or
decreases in our estimates of future net losses. In the current period, our re-evaluation of the fair values of these receivables resulted
in no marks to finance receivables measured at fair value. There was a $3.5 million mark up to the fair value portfolio in the prior year
period.

26

Interest income for the three
months ended March 31, 2026, increased $6.8 million, or 6.7% to $108.7 million from $101.9 million in the prior year. The primary reason
for the increase in interest income is the 7.9% increase in the average balance of our loan portfolio over the prior year period. The
interest yield on our total loan portfolio decreased to 11.3% from 11.4% in the prior year period. The interest yield on receivables measured
at fair value is reduced to take account of expected losses and is therefore less than the yield on other finance receivables. The table
below shows the average balance and interest yield of our loan portfolio for the three months ended March 31, 2026 and 2025:

Three Months Ended March 31,

2026

2025

(Dollars in Thousands)

Average

Interest

Average

Interest

Balance

Interest

Yield

Balance

Interest

Yield

Interest Earning Assets

Loan Portfolio

$

3,853,746

$

108,721

11.3%

$

3,572,642

$

101,933

11.4%

Other income was $3.6 million for the three months ended March
31, 2026, compared to $1.4 million for the comparable period in 2025. This $2.2 million increase was primarily driven by the dealer recoveries
collected for the three months ending March 31, 2026. These dealer recoveries were $2.3 million for the quarter ended March 31, 2026.
There were no dealer recoveries in the prior year period. The Company engaged a third party that identifies discrepancies in the values
of the vehicles that have been repossessed and sold at auction

[Excerpt truncated for page length; source filing is linked above.]

## Latest 10-K MD&A

Extracted structurally from real Item 7 body heading to real Item 7A/8 boundary.
Confidence: high

Item 7.  Management’s Discussion and Analysis
of Financial Condition and Results of Operations

The following discussion
of our financial condition and results of operations for the years ended December 31, 2025 and 2024 should be read in conjunction with
our consolidated financial statements and the notes to those statements that are included elsewhere in this Annual Report on Form 10-K.
Our discussion includes forward-looking statements based upon current expectations that involve risks and uncertainties, such as our
plans, objectives, expectations and intentions. Actual results and the timing of events could differ materially from those anticipated
in these forward-looking statements as a result of a number of factors. We use words such as anticipate, estimate, plan, project, continuing,
ongoing, expect, believe, intend, may, will, should, could, and similar expressions to identify forward-looking statements. See “Cautionary
Note Regarding Forward-Looking Statements.”

33

Discussions of 2023 items
and year-to-year comparisons between 2024 and 2023 that are not included in this Form 10-K can be found in “Management’s Discussion
and Analysis of Financial Condition and Results of Operations” in Item 7 of the Company’s Annual Report on Form 10-K for the
fiscal year ended December 31, 2024.

Overview

We are a specialty finance
company. Our business is to purchase and service retail automobile contracts originated primarily by franchised automobile dealers and,
to a lesser extent, by select independent dealers in the United States in the sale of new and used automobiles, light trucks and passenger
vans. Through our automobile contract purchases, we provide indirect financing to the customers of dealers who have limited credit histories
or past credit problems, who we refer to as sub-prime customers. We serve as an alternative source of financing for dealers, facilitating
sales to customers who otherwise might not be able to obtain financing from traditional sources, such as commercial banks, credit unions
and the captive finance companies affiliated with major automobile manufacturers. In addition to purchasing installment purchase contracts
directly from dealers, we also have (i) originated vehicle purchase money loans by lending directly to consumers, (ii) acquired installment
purchase contracts in four merger and acquisition transactions, and (iii) purchased immaterial amounts of vehicle purchase money loans
from non-affiliated lenders. In this report, we refer to all of such contracts and loans as “automobile contracts.”

We were incorporated and began
our operations in March 1991. From inception through December 31, 2025, we have purchased a total of approximately $24.7 billion of automobile
contracts from dealers. Contract purchase volumes and managed portfolio levels for the five years ended December 31, 2025 are shown in
the table below. Managed portfolio comprises both contracts we owned and those we were servicing for third parties.

Contract Purchases and Outstanding Managed Portfolio

$ in thousands

Year

Contracts Purchased in Period

Managed

Portfolio at

Period End

2021

1,146,321

2,249,069

2022

1,854,385

3,001,308

2023

1,357,752

3,194,623

2024

1,681,941

3,665,725

2025

1,638,326

3,898,425

Our principal executive offices
are in Las Vegas, Nevada. Most of our operational and administrative functions take place in Irvine, California. Credit and underwriting
functions are performed primarily in our California branch with certain of these functions also performed in our Florida, Nevada, and
Virginia branches. We service our automobile contracts from our California, Nevada, Virginia, Florida, and Illinois branches.

The programs we offer to dealers
and consumers are intended to serve a wide range of sub-prime customers, primarily through franchised new car dealers. We originate automobile
contracts with the intention of financing them on a long-term basis through securitizations. Securitizations are transactions in which
we sell a specified pool of contracts to a special purpose subsidiary of ours, which in turn issues asset-backed securities to fund the
purchase of the pool of contracts from us.

Securitization and Warehouse Credit Facilities

Throughout the period for which information is
presented in this report, we have purchased automobile contracts with the intention of financing them on a long-term basis through securitizations,
and on an interim basis through warehouse credit facilities. All such financings have involved identification of specific automobile
contracts, sale of those automobile contracts (and associated rights) to one of our special-purpose subsidiaries, and issuance of asset-backed
securities to be purchased by institutional investors. Depending on the structure, these transactions may be accounted for under generally
accepted accounting principles as sales of the automobile contracts or as secured financings. All of our active securitizations are structured
as secured financings.

34

When structured to be treated as a secured financing
for accounting purposes, the subsidiary is consolidated with us. Accordingly, the sold automobile contracts and the related debt appear
as assets and liabilities, respectively, on our consolidated balance sheet. We then periodically (i) recognize interest and fee income
on the contracts, and (ii) recognize interest expense on the securities issued in the transaction. For automobile contracts acquired before
2018, we also periodically record as expense a provision for credit losses on the contracts; for automobile contracts acquired after 2017
we take account of estimated credit losses in our computation of a level yield used to determine recognition of interest on the contracts.

Since 1994 we have conducted
107 term securitizations of automobile contracts that we originated under our regular programs. As of December 31, 2025, 19 of those securitizations
are active and all are structured as secured financings. We generally conduct our securitizations on a quarterly basis, near the beginning
of each calendar quarter, resulting in four securitizations per calendar year.

Our recent history of term securitizations is summarized
in the table below:

Recent Asset-Backed Securitizations

$ in thousands

Period

Number of Term Securitizations

Amount of Receivables

2019

4

1,014,124

2020

3

741,867

2021

4

1,145,002

2022

4

1,537,383

2023

4

1,352,114

2024

4

1,533,854

2025

4

1,727,785

Generally, prior to a securitization
transaction we fund our automobile contract acquisitions primarily with proceeds from warehouse credit facilities. Our current short-term
funding capacity is $702.5 million, comprising three credit facilities. The first credit facility was established in May 2012. This facility
was most recently renewed in July 2024, extending the revolving period to July 2026, with an optional amortization period through July
2027. In addition, the capacity was increased from $200 million to $335 million in December 2024.

In November 2015, we entered
into a $100 million facility with Ares Agent Services, L.P. In June 2022, we increased the capacity of our credit agreement from $100
million to $200 million. This facility was most recently renewed in March 2024, extending the revolving period to March 2026, followed
by an amortization period to March 2028.

In October 2025, we entered
into a new $167.5 million facility. This facility has a two year revolving period to October 2027, with an optional amortization period
through April 2029.

In a securitization and in
our warehouse credit facilities, we are required to make certain representations and warranties, which are generally similar to the representations
and warranties made by dealers in connection with our purchase of the automobile contracts. If we breach any of our representations or
warranties, we will be obligated to repurchase the automobile contract at a price equal to the principal balance plus accrued and unpaid
interest. We may then be entitled under the terms of our dealer agreement to require the selling dealer to repurchase the contract at
a price equal to our purchase price, less any principal payments made by the customer. Subject to any recourse against dealers, we will
bear the risk of loss on repossession and resale of vehicles under automobile contracts that we repurchase.

In a securitization, the related
special purpose subsidiary may be unable to release excess cash to us if the credit performance of the securitized automobile contracts
falls short of pre-determined standards. Such releases represent a material portion of the cash that we use to fund our operations. An
unexpected deterioration in the performance of securitized automobile contracts could therefore have a material adverse effect on both
our liquidity and results of operations.

35

Critical Accounting Estimates

We believe that our
accounting policies related to Finance Receivables at Fair Value and Term Securitizations are the most critical to understanding and
evaluating our reported financial results. Such policies are described below.

Finance Receivables Measured at Fair Value

Effective January 1, 2018,
we adopted the fair value method of accounting for finance receivables acquired on or after that date. For each finance receivable acquired
after 2017, we consider the price paid on the purchase date as the fair value for such receivable.  We estimate the cash to be received
in the future with respect to such receivables, based on our experience with similar receivables acquired in the past.  We then compute
the internal rate of return that results in the present value of those estimated cash receipts being equal to the purchase date fair value.
Thereafter, we recognize interest income on such receivables on a level yield basis using that internal rate of return as the applicable
interest rate. Cash received with respect to such receivables is applied first against such interest income, and then to reduce the recorded
value of the receivables.

We re-evaluate the fair value
of such receivables at the close of each measurement period. If the re-evaluation were to yield a value materially different from the
recorded value, an adjustment, which we also refer to as a mark, would be required. Results for the years ended December 31, 2025, and
2024 include marks of $6.5 and $21.0 million, respectively, to the carrying value of the portion of the receivables portfolio accounted
for at fair value. The marks are estimates based on our evaluation of the appropriate fair value and future earnings rate of existing
receivables compared to recently acquired receivables and increases or decreases in our estimates of future net losses.

Anticipated credit losses are included in our
estimation of cash to be received with respect to receivables. In accordance with the fair value accounting standards, credit losses are
included in our computation of the appropriate level yield, therefore we do not thereafter make periodic provision for credit losses,
as our best estimate of the lifetime aggregate of credit losses is included in that initial computation. Also, because we include anticipated
credit losses in our computation of the level yield, the computed level yield is materially lower than the average contractual rate applicable
to the receivables. Because our initial recorded value is fixed as the price we pay for the receivable, rather than as the contractual
principal balance, we do not record acquisition fees as an amortizing asset related to the receivables, nor do we capitalize costs of
acquiring the receivables. Rather we recognize the costs of acquisition as expenses in the period incurred.

Term Securitizations

Our term securitization structure has generally
been as follows:

We sell automobile contracts
we acquire to a wholly-owned special purpose subsidiary, which has been established for the limited purpose of buying and reselling our
automobile contracts. The special-purpose subsidiary then transfers the same automobile contracts to another entity, typically a statutory
trust. The trust issues interest-bearing asset-backed securities, in a principal amount equal to or less than the aggregate principal
balance of the automobile contracts. We typically sell these automobile contracts to the trust at face value and without recourse, except
that representations and warranties similar to those provided by the dealer to us are provided by us to the trust. One or more investors
purchase the asset-backed securities issued by the trust; the proceeds from the sale of the asset-backed securities are then used to purchase
the automobile contracts from us. We may retain or sell subordinated asset-backed securities issued by the trust or by a related entity.

36

We structure our securitizations
to include internal credit enhancement for the benefit the investors (i) in the form of an initial cash deposit to an account ("spread
account") held by the trust, (ii) in the form of overcollateralization
of the senior asset-backed securities, where the principal balance of the senior asset-backed securities issued is less than the principal
balance of the automobile contracts, (iii) in the form of subordinated asset-backed securities, or (iv) some combination of such internal
credit enhancements. The agreements governing the securitization transactions require that the initial level of internal credit enhancement
be supplemented by a portion of collections from the automobile contracts until the level of internal credit enhancement reaches specified
levels, which are then maintained. The specified levels are generally computed as a percentage of the principal amount remaining unpaid
under the related automobile contracts. The specified levels at which the internal credit enhancement is to be maintained will vary depending
on the performance of the portfolios of automobile contracts held by the trusts and on other conditions, and may also be varied by agreement
among us, our special purpose subsidiary, the insurance company, if any, and the trustee. Such levels have increased and decreased from
time to time based on performance of the various portfolios, and have also varied from one transaction to another. The agreements governing
the securitizations generally grant us the option to repurchase the sold automobile contracts from the trust when the aggregate outstanding
balance of the automobile contracts has amortized to a specified percentage of the initial aggregate balance.

Upon each transfer of automobile
contracts in a transaction structured as a secured financing for financial accounting purposes, we retain on our consolidated balance
sheet the related automobile contracts as assets and record the asset-backed notes or loans issued in the transaction as indebtedness.

We receive periodic base servicing
fees for the servicing and collection of the automobile contracts. Under our securitization structures treated as secured financings for
financial accounting purposes, such servicing fees are included in interest income from the automobile contracts. In addition, we are
entitled to the cash flows from the trusts that represent collections on the automobile contracts in excess of the amounts required to
pay principal and interest on the asset-backed securities, base servicing fees, and certain other fees and expenses (such as trustee and
custodial fees). Required principal payments on the asset-backed notes are generally defined as the payments sufficient to keep the principal
balance of such notes equal to the aggregate principal balance of the related automobile contracts (excluding those automobile contracts
that have been charged off), or a pre-determined percentage of such balance. Where that percentage is less than 100%, the related securitization
agreements require accelerated payment of principal until the principal balance of the asset-backed securities is reduced to the specified
percentage. Such accelerated principal payment is said to create overcollateralization of the asset-backed notes.

If the amount of cash required
for payment of fees, expenses, interest and principal on the senior asset-backed notes exceeds the amount collected during the collection
period, the shortfall is withdrawn from the spread account, if any. If the cash collected during the period exceeds the amount necessary
for the above allocations plus required principal payments on the subordinated asset-backed notes, and there is no shortfall in the related
spread account or the required overcollateralization level, the excess is released to us. If the spread account and overcollateralization
is not at the required level, then the excess cash collected is retained in the trust until the specified level is achieved. Although
spread account balances are held by the trusts on behalf of our special-purpose subsidiaries as the owner of the residual interests (in
the case of securitization transactions structured as sales for financial accounting purposes) or the trusts (in the case of securitization
transactions structured as secured financings for financial accounting purposes), we are restricted in use of the cash in the spread accounts.
Cash held in the various spread accounts is invested in high quality, liquid investment securities, as specified in the securitization
agreements. The interest rate payable on the automobile contracts is significantly greater than the interest rate on the asset-backed
notes. As a result, the residual interests described above historically have been a significant asset of ours.

In all of our term securitizations
and warehouse credit facilities, whether treated as secured financings or as sales, we have sold the automobile contracts (through a subsidiary)
to the securitization entity. The difference between the two structures is that in securitizations that are treated as secured financings
we report the assets and liabilities of the securitization trust on our consolidated balance sheet. Under both structures, recourse to
us by holders of the asset-backed securities and by the trust, for failure of the automobile contract obligors to make payments on a timely
basis, is limited to the automobile contracts included in the securitizations or warehouse credit facilities, the spread accounts and
our retained interests in the respective trusts.

37

Uncertainty of Capital Markets and General Economic Conditions

We depend upon the availability
of warehouse credit facilities and access to long-term financing through the issuance of asset-backed securities collateralized by our
automobile contracts. Since 1994, we have completed 107 term securitizations of approximately $22.4 billion in contracts. We generally
conduct our securitizations on a quarterly basis, near the beginning of each calendar quarter, resulting in four securitizations per calendar
year.

Financial Covenants

Our warehouse credit facilities
and our residual interest financings contain various financial covenants requiring certain minimum financial ratios. Such covenants include
maintaining minimum levels of liquidity and net worth and not exceeding maximum leverage levels. In addition, certain securitization and
non-securitization related debt contain cross-default provisions that would allow certain creditors to declare a default if a default
occurred under a different facility. As of December 31, 2025 we were in compliance with all such financial covenants.

Results of Operations

Comparison of Operating Results for the year ended December 31,
2025 with the year ended December 31, 2024

Revenues. During
the year ended December 31, 2025, our revenues were $434.5 million, an increase of $41.0 million, or 10.4%, from the prior year
revenues of $393.5 million. The primary reason for the increase in revenues is the increase in interest income resulting from the
increase in the average outstanding balance of finance receivables measured at fair value. Revenues for the years ended December 31,
2025 and 2024 include fair value marks of $6.5 and $21.0 million, respectively, to the carrying value of the portion of the
receivables portfolio accounted for at fair value. The marks are estimates based on our evaluation of the appropriate fair value and
future earnings rate of existing receivables compared to recently acquired receivables and increases or decreases in our estimates
of future net losses. The fair value mark in the current period also includes an increase in our estimates of cash receipts from
interest. For the year ended December 31, 2025, our re-evaluation of the fair values of these receivables resulted in a mark up for
certain older receivables and a mark down to the fair values of newer receivables. The fair value mark up on the older receivables
exceeded the mark down to the newer receivables resulting in a net mark up of $6.5 million.

Interest income for the year
ended December 31, 2025 increased $58.7 million, or 16.1% to $422.7 million from $364.0 million in the prior year. The primary reason
for the increase in interest income is the 15.1% increase in the average balance of our loan portfolio over the prior year period. The
interest yield on our total loan portfolio increased to 11.4% from 11.3% in the prior year period. The table below shows the average balance
and interest yield of our loan portfolio for the years ended December 31, 2025 and 2024:

Year Ended December 31,

2025

2024

(Dollars in thousands)

Average

Interest

Average

Interest

Balance

Interest

Yield

Balance

Interest

Yield

Interest Earning Assets

Loan portfolio

$

3,693,796

$

422,698

11.4%

$

3,209,988

$

363,962

11.3%

Other income was $5.3 million
for the year ended December 31, 2025 compared to $8.5 million for the year ended December 31, 2024. This 38.3% decrease was primarily
driven by the decrease in origination and servicing fees we earned from third party receivables. These fees were $5.2 million for the
year ended December 31, 2025 and $7.3 million in the prior year period.

38

Expenses.  Our operating expenses
consist largely of interest expense, provision for credit losses, employee costs, sales and general and administrative expenses. Provision
for credit losses is affected by the balance and credit performance of our portfolio of finance receivables (other than our portfolio
of finance receivables measured at fair value, as to which expected credit losses have the effect of reducing the interest rate applicable
to such receivables). Interest expense is affected by the volume of automobile contracts we purchased during the trailing 12-month period
and the use of our warehouse facilities and asset-backed securitizations to finance those contracts and on the interest
rates on these facilities. Employee costs and general and administrative expenses are incurred as applications and automobile contracts
are received, processed and serviced. Factors that affect margins and net income include changes in the automobile and automobile finance
market environments, and macroeconomic factors such as interest rates and changes in the unemployment level.

Employee costs include base
salaries, commissions and bonuses paid to employees, and certain expenses related to the accounting treatment of outstanding stock options,
and are one of our most significant operating expenses. These costs (other than those relating to stock options) generally fluctuate with
the level of applications and automobile contracts processed and serviced, which can be measured by our managed portfolio outstanding.

Other operating expenses consist
largely of facilities expenses, telephone and other communication services, credit services, computer services, sales and advertising
expenses, and depreciation and amortization.

Total operating expenses were
$406.5 million for the year ended December 31, 2025, compared to $366.1 million for the prior year, an increase of $40.4 million, or 11.0%.
The increase is primarily due to increases in interest expense.

Employee costs decreased by
$823,000 or 0.9%, to $95.4 million during the year ended December 31, 2025, representing 23.5% of total operating expenses. Employee costs
were $96.2 million in the prior year, or 26.3% of total operating expenses.

The table below summarizes our
employees by category as well as contract purchases and units in our managed portfolio as of, and for the years ended, December 31, 2025
and 2024:

December 31, 2025

December 31, 2024

Amount

Amount

($ in millions)

Contracts purchased (dollars)

$

1,638.3

$

1,681.9

Contracts purchased (units)

72,517

77,009

Managed portfolio outstanding (dollars)

$

3,778.6

$

3,491.0

Managed portfolio outstanding (units)

212,718

201,441

Number of Originations staff

182

195

Number of Sales staff

118

122

Number of Servicing staff

545

552

Number of other staff

68

64

Total number of employees

913

933

General and administrative expenses
include costs associated with purchasing and servicing our portfolio of finance receivables, including expenses for facilities, credit
services, and telecommunications. General and administrative expenses were $52.9 million, a decrease of $1.8 million, or 3.4%, compared
to the previous year and represented 13.0% of total operating expenses.

39

Interest expense for the year
ended December 31, 2025 increased by $40.7 million to $232.0 million, or 21.3%, compared to $191.3 million in the previous year. Interest
expense represented 57.1% of total operating expenses in 2025.

Interest on securitization trust
debt increased by $25.9 million, or 16.1%, for the year ended December 31, 2025 compared to the prior year. The average balance of securitization
trust debt increased 13.8% to $2,955.3 million for the year ended December 31, 2025 compared to $2,596.6 million for the year ended December
31, 2024. The annualized average rate on our securitization trust debt was 6.3% for the year ended December 31, 2025 compared to 6.2%
in the prior year period. For each quarterly securitization transaction, the blended cost of funds is ultimately the result of many factors
including the market interest rates for benchmark swaps of various maturities against which our bonds are priced and the margin over those
benchmarks that investors are willing to accept, which in turn, is influenced by investor demand for our bonds at the time of the securitization.
These and other factors have resulted in fluctuations in our securitization trust debt interest costs. The blended interest rates of our
recent securitizations are summarized in the table below:

Blended Cost of Funds on Recent Asset-Backed Term Securitizations

Period

Blended Cost of Funds

January 2022

2.54%

April 2022

4.83%

July 2022

6.02%

October 2022

8.48%

January 2023

6.48%

April 2023

7.17%

July 2023

7.13%

October 2023

7.89%

January 2024

6.51%

April 2024

6.69%

June 2024

6.56%

September 2024

5.52%

January 2025

5.88%

May 2025

5.96%

July 2025

5.43%

October 2025

5.72%

Interest expense on warehouse
lines of credit was $27.4 million for the year ended December 31, 2025 compared to $19.3 million in the prior year. The increase was
primarily due to the higher utilization of our credit lines during the year compared to last year. The average balance of our warehouse
debt was $288.0 million during the year 2025, compared to $178.5 million in 2024. The average yield of our warehouse debt was 9.5% during
2025 compared to 10.8% million in 2023.

In June 2021, March 2024, and
again in March 2025, we completed a securitization of residual interests from other previously issued securitizations in the amount of
$50 million, $50 million, and $65 million, respectively. Interest expense on residual interest financing was $15.0 million for the year
ended December 31, 2025, compared to $8.7 million in the prior year.

Interest expense on our subordinated
renewable notes was $2.8 million in 2025 compared to $2.2 million in the prior year. The average balance of the notes increased from $22.9
million in the prior year to $28.2 million for the year ended December 31, 2025. The average interest rate on our subordinated notes was
9.8% during 2025 and in 2024.

40

The following table presents
the components of interest income and interest expense and a net interest yield analysis for the years ended December 31, 2025, and 2024:

Year Ended December 31,

2025

2024

(Dollars in thousands)

Annualized

Annualized

Average

Average

Average

Average

Balance (1)

Interest

Yield/Rate

Balance (1)

Interest

Yield/Rate

Interest Earning Assets

Loan portfolio

$

3,693,796

$

422,698

11.4%

$

3,209,988

$

363,962

11.3%

Interest Bearing Liabilities

Warehouse lines of credit

$

288,006

$

27,373

9.5%

$

178,518

$

19,292

10.8%

Residual interest financing.

146,512

15,010

10.2%

91,803

8,702

9.5%

Securitization trust debt

2,955,300

186,870

6.3%

2,596,554

161,014

6.2%

Subordinated renewable notes

28,183

2,771

9.8%

22,886

2,249

9.8%

$

3,418,001

232,024

6.8%

$

2,889,761

191,257

6.6%

Net interest income/spread

$

190,674

$

172,705

Net interest margin (3)

5.2%

5.4%

Ratio of average interest earning assets to average interest bearing liabilities

108%

111%

(1)

Average balances are based on month end balances except for warehouse lines of credit, which are based on daily balances.

(2)

Net of deferred fees and direct costs.

(3)

Net interest income divided by average interest earning assets.  

Year Ended December 31, 2025

Compared to December 31, 2024

Total

Change Due

Change Due

Change

to Volume

to Rate

Interest Earning Assets

(In thousands)

Loan portfolio

$

58,736

$

54,856

$

3,880

Interest Bearing Liabilities

Warehouse lines of credit

8,081

11,832

(3,751

)

Residual interest financing

6,308

5,186

1,122

Securitization trust debt

25,856

22,246

3,610

Subordinated renewable notes

522

521

1

40,767

39,785

982

Net interest income/spread

$

17,969

$

15,071

$

2,898

41

For the year ended December 31, 2025, we recorded a reduction to
provision for credit losses on finance receivables in the amount of $2.9 million. In the prior year period, we recorded similar reductions
to provision for credit losses in the amount of $5.3 million. The adjustments recorded to reduce provisions for credit losses in both
periods were primarily due to better than expected credit performance for these receivables. The allowance applies only to our finance
receivables originated through December 2017, which we refer to as our legacy portfolio. The legacy portfolio balance decreased from
$5.4 million on December 31, 2024 to $520,000 on December 31, 2025. Finance receivables that we have originated since January 2018 are
accounted for at fair value. Under the fair value method of accounting, we recognize interest income net of expected credit losses. Thus,
no provision for credit loss expense is recorded for finance receivables measured at fair value.

Sales expense consists primarily
of commission-based compensation paid to our employee sales representatives. Our sales representatives earn a salary plus commissions
based on volume of contract purchases and sales of ancillary products and services that we offer our dealers. Sales expense increased
by $49,000 to $22.8 million during the year ended December 31, 2025 and represented 5.6% of total operating expenses. We purchased $1,638.3
million of new contracts during the year ended December 31, 2025 compared to $1,681.9 million in the prior year period.

Occupancy expenses were $5.5
million in 2025 which is down from $5.6 million in 2024.

Depreciation and amortization
expenses increased to $881,000 compared to $862,000 in the prior year.

For the year ended December
31, 2025, we recorded income tax expense of $8.7 million, representing a 31% effective tax rate. In the prior period, our income tax expense
was $8.2 million, representing a 30% effective tax rate.

Liquidity and Capital Resources

Liquidity

Our business requires substantial
cash to support our purchases of automobile contracts and other operating activities. Our primary sources of cash have been cash flows
from the proceeds from term securitization transactions and other sales of automobile contracts, amounts borrowed under various revolving
credit facilities (also sometimes known as warehouse credit facilities), customer payments of principal and interest on finance receivables,
fees for origination of automobile contracts, and releases of cash from securitization transactions and their related spread accounts.
Our primary uses of cash have been the purchases of automobile contracts, repayment of amounts borrowed under lines of credit, securitization
transactions and otherwise, operating expenses such as employee, interest, occupancy expenses and other general and administrative expenses,
the establishment of spread accounts and initial overcollateralization, if any, the increase of credit enhancement to required levels
in securitization transactions, and income taxes. There can be no assurance that internally generated cash will be sufficient to meet
our cash demands. The sufficiency of internally generated cash will depend on the performance of securitized pools (which determines the
level of releases from those pools and their related spread accounts), the rate of expansion or contraction in our managed portfolio,
and the terms upon which we are able to acquire and borrow against automobile contracts.

Net cash provided by operating
activities for the years ended December 31, 2025, and 2024 was $289.0 million and $233.8 million, respectively. Net cash from operating
activities is generally provided by net income from operations adjusted for significant non-cash items such as our provision for credit
losses and interest accretion on fair value receivables.

Net cash used in investing
activities for the year ended December 31, 2025, and 2024 was $590.1 million, and $769.7 million, respectively. Cash used in investing
activities generally relates to purchases of automobile contracts. Purchases of finance receivables were $1,639.0 million (includes acquisition
fees paid), and $1,653.0 million in 2025, and 2024, respectively. Cash provided by investing activities primarily results from principal
payments and other proceeds received on finance receivables.

42

Net cash provided by financing
activities were $335.9 million and $547.9 million in 2025 and 2024, respectively. Cash used or provided by financing activities is primarily
related to the issuance of securitization trust debt, reduced by the amount of repayment of securitization trust debt and net proceeds
or repayments on our warehouse lines of credit and other debt. We issued $1,665.3 million in new securitization trust debt in 2025 compared
to $1,453.9 million in 2024. Repayments of securitization debt were $1,272.0 million, and $1,124.1 million in 2025, and 2024, respectively.

We purchase automobile contracts
from dealers for a cash price approximately equal to their principal amount, adjusted for an acquisition fee which may either increase
or decrease the automobile contract purchase price. Those automobile contracts generate cash flow, however, over a period of years. We
have been dependent on warehouse credit facilities to purchase automobile contracts and our securitization transactions for long term
financing of our contracts. In addition, we have accessed other sources, such as residual financings and subordinated debt in order to
finance our continuing operations.

The acquisition of automobile
contracts for subsequent financing in securitization transactions, and the need to fund spread accounts and initial overcollateralization,
if any, and increase credit enhancement levels when those transactions take place, results in a continuing need for capital. The amount
of capital required is most heavily dependent on the rate of our automobile contract purchases, the required level of initial credit enhancement
in securitizations, and the extent to which the previously established trusts and their related spread accounts either release cash to
us or capture cash from collections on securitized automobile contracts. Of those, the factor most subject to our control is the rate
at which we purchase automobile contracts.

We are and may in the future
be limited in our ability to purchase automobile contracts due to limits on our capital. As of December 31, 2025, we had unrestricted
cash of $6.3 million and $375.3 million aggregate available borrowings under our three warehouse credit facilities (assuming the availability
of sufficient eligible collateral). As of December 31, 2025, we had approximately $11.9 million of such eligible collateral. During 2025,
we completed four securitizations aggregating $1,665.3 million of notes sold. In January 2026, we completed another securitization with
$345.6 million of notes sold. Cash proceeds from this securitization were used to pay down the outstanding balance on our warehouse credit
facilities thus increasing the amounts available for borrowing under these facilities. Our plans to manage our liquidity include maintaining
our rate of automobile contract purchases at a level that matches our available capital, and, as appropriate, minimizing our operating
costs. If we are unable to complete such securitizations, we may be unable to increase our rate of automobile contract purchases, in which
case our interest income and other portfolio related income could decrease.

Our liquidity will also be
affected by releases of cash from the trusts established with our securitizations. While the specific terms and mechanics of each spread
account vary among transactions, our securitization agreements generally provide that we will receive excess cash flows, if any, only
if the amount of credit enhancement has reached specified levels and the net losses related to the automobile contracts
in the pool are below certain predetermined levels. In the event net losses on the automobile contracts exceed such levels,
the terms of the securitization may require increased credit enhancement to be accumulated for the particular pool. There can be no assurance
that collections from the related trusts will continue to generate sufficient cash.

Our warehouse credit facilities
contain various financial covenants requiring certain minimum financial ratios. Such covenants include maintaining minimum levels of liquidity
and net worth and not exceeding maximum leverage levels. In addition, certain of our debt agreements other than our term securitizations
contain cross-default provisions. Such cross-default provisions would allow the respective creditors to declare a default if an event
of default occurred with respect to other indebtedness of ours, but only if such other event of default were to be accompanied by acceleration
of such other indebtedness. As of December 31, 2025, we were in compliance with all such financial covenants.

We currently have and will
continue to have a substantial amount of outstanding indebtedness. At December 31, 2025, we had approximately $3,483.4 million of debt
outstanding. Such debt consisted primarily of $2,986.6 million of securitization trust debt, and also included $324.9 million of warehouse
lines of credit, $143.0 million of residual interest financing debt and $29.0 million in subordinated renewable notes.

43

Although we believe we are
able to service and repay our debt, there is no assurance that we will be able to do so. If our plans for future operations do not generate
sufficient cash flows and earnings, our ability to make required payments on our debt would be impaired. If we fail to pay our indebtedness
when due, it could have a material adverse effect on us and may require us to issue additional debt or equity securities.

Contractual Obligations

The following table summarizes
our material contractual obligations as of December 31, 2025 (dollars in thousands):

Payment Due by Period (1)

Less than

2 to 3

4 to 5

More than

Total

1 Year

Years

Years

5 Years

Long Term Debt (2)

$

28,986

$

8,457

$

8,547

$

5,525

$

6,457

Operating and Finance Leases

$

29,223

$

5,220

$

5,811

$

5,925

$

12,267

(1)

Securitization
trust debt, in the aggregate amount of $2,986.6 million as of December 31, 2025, is omitted
from this table because it becomes due as and when the related receivables balance is reduced
by payments and charge-offs. Expected payments, which will depend on the performance of such
receivables, as to which there can be no assurance, are $1,168.0 million in 2026, $825.5
million in 2027, $498.4 million in 2028, $294.8 million in 2029, $156.3 million in 2030,
and $43.6 million in 2031.

(2)

Long-term debt represents subordinated renewable notes.

We anticipate
repaying debt due in 2026 with a combination of cash flows from operations and the potential issuance of new debt.

Warehouse Credit Facilities

The terms on which credit
has been available to us for purchase of automobile contracts have varied in recent years, as shown in the following summary of our warehouse
credit facilities:

Facility Established in
May 2012. On May 11, 2012, we entered into a $100 million one-year warehouse credit line with Citibank, N.A. The facility is structured
to allow us to fund a portion of the purchase price of automobile contracts by borrowing from a credit facility to our consolidated subsidiary
Page Eight Funding, LLC. On July 15, 2022, we renewed our two-year revolving credit agreement with Citibank, N.A., and doubled the capacity
from $100 million to $200 million. In July 2024, we renewed our two-year revolving credit agreement to extend the revolving period to
July 2026 and to include an amortization period through July 2027 for any receivables pledged to the facility at the end of the revolving
period. The Class A loans under the facility generally accrue interest during the revolving period at a per annum rate equal to the CP
Cost of Funds Rate plus 2.85% per annum, with a minimum rate of 3.60% per annum and during the amortization period at a per annum rate
equal to the CP Cost of Funds Rate plus 3.85% per annum, with a minimum rate of 4.60% per annum. On November 1, 2024, we closed a revolving
credit agreement with Oaktree Capital Management, which was subordinate to the credit agreement with Citibank, N.A., and with a $25 million
credit capacity. The addition of the subordinate Class B lender for this facility increased the effective advances up to 95.00% of eligible
finance receivables. The Class B loans under the facility generally accrue interest during the revolving period at a per annum rate equal
to the Adjusted Term SOFR plus 6.40% per annum, with a minimum rate of 7.15% per annum and during the amortization period at a per annum
rate equal to the Adjusted Term SOFR plus 7.40% per annum, with a minimum rate of 8.15% per annum. In December 2024, we increased the
capacity from $225 million to $335 million. At December 31, 2025 there was $197.1 million outstanding under this facility.

Facility Established in
November 2015. On November 24, 2015, we entered into an additional $100 million one-year warehouse credit line with affiliates of
Credit Suisse Group and Ares Management LP. The facility is structured to allow us to fund a portion of the purchase price of automobile
contracts by borrowing from a credit facility to our consolidated subsidiary Page Nine Funding, LLC. The facility provides for effective
advances up to 85.25% of eligible finance receivables. The loans under the facility accrue interest at a commercial paper rate plus 4.50%
per annum, with a minimum rate of 7.50% per annum. On February 2, 2022, we renewed our two-year revolving credit agreement with Ares Agent
Services, L.P. In June 2022, we increased the capacity of our credit agreement with Ares Agent Services, L.P. from $100 million to $200
million. This facility was most recently renewed in March 2024, extending the revolving period to March 2026 followed by an amortization
period through March 2028 for any receivables pledged to the facility at the end of the revolving period. At December 31, 2025 there was
$11.8 million outstanding under this facility.

44

Facility Established in
October 2025. On October 17, 2025, we entered into a $167.5 million two-year warehouse credit line with Capital One, N.A as the Class
A Lender and Oaktree Asset-Backed Income Private Placement Fund Inc., as the Class B Lenders. The facility is structured to allow us to
fund a portion of the purchase price of automobile contracts by borrowing from a credit facility to our consolidated subsidiary Page Eleven
Funding, LLC. The facility provides for effective advances up to 95.50% of eligible finance receivables. The Class A loans under the facility
generally accrue interest during the revolving period at a per annum rate equal to the Term SOFR plus 2.75% per annum, with a minimum
rate of 3.00% per annum and during the amortization period at a per annum rate equal to the Term SOFR plus 3.75% per annum, with a minimum
rate of 4.00% per annum. The Class B loans under the facility generally accrue interest during the revolving period at a per annum rate
equal to the Term SOFR plus 6.40% per annum, with a minimum rate of 6.65% per annum and during the amortization period at a per annum
rate equal to the Term SOFR plus 7.40% per annum, with a minimum rate of 7.65% per annum. At December 31, 2025 there was $118.3 million
outstanding under this facility.

Capital Resources

Securitization trust debt
is repaid from collections on the related receivables, and becomes due in accordance with its terms as the principal amount of the related
receivables is reduced. Although the securitization trust debt also has alternative final maturity dates, those dates are significantly
later than the dates at which repayment of the related receivables is anticipated, and at no time in our history have any of our sponsored
asset-backed securities reached those alternative final maturities.

The acquisition of automobile
contracts for subsequent transfer in securitization transactions, and the need to fund spread accounts and initial overcollateralization,
if any, when those transactions take place, results in a continuing need for capital. The amount of capital required is most heavily dependent
on the rate of our automobile contract purchases, the required level of initial credit enhancement in securitizations, and the extent
to which the trusts and related spread accounts either release cash to us or capture cash from collections on securitized automobile contracts.
We plan to adjust our levels of automobile contract purchases and the related capital requirements to match anticipated releases of cash
from the trusts and related spread accounts.

Capitalization

Over the period from January
1, 2023 through December 31, 2025 we have managed our capitalization by issuing and refinancing debt as summarized in the following table:

Year Ended December 31,

2025

2024

2023

(Dollars in thousands)

RESIDUAL INTEREST FINANCING:

Beginning balance

$

99,176

$

49,875

$

49,623

Issuances

65,000

50,000

–

Payments

(20,493

)

–

–

Capitalization of deferred financing costs

(999

)

(970

)

–

Amortization of deferred financing costs

298

271

252

Ending balance

$

142,982

$

99,176

$

49,875

SECURITIZATION TRUST DEBT:

Beginning balance

$

2,594,384

$

2,265,446

$

2,108,744

Issuances

1,665,300

1,492,017

1,235,534

Payments

(1,271,962

)

(1,162,184

)

(1,078,432

)

Capitalization of deferred financing costs

(10,455

)

(9,316

)

(7,888

)

Amortization of deferred financing costs

9,307

8,421

7,488

Ending balance

$

2,986,574

$

2,594,384

$

2,265,446

SUBORDINATED RENEWABLE NOTES:

Beginning balance

$

26,489

$

17,188

$

25,263

Issuances

5,535

12,589

586

Payments

(3,038

)

(3,288

)

(8,661

)

Ending balance

$

28,986

$

26,489

$

17,188

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Residual Interest Financing

On June 30, 2021, we completed
a $50 million securitization of residual interests from other previously issued securitizations. In this residual interest financing transaction,
qualified institutional buyers purchased $50.0 million of asset-backed notes secured by residual interests in eleven CPS securitizations
consecutively issued from January 2018 and September 2020. The sold notes (“2021-1 Notes”), issued by CPS Auto Securitization
Trust 2021-1, consist of a single class with a coupon of 7.86%. At December 31, 2025 there was $31.2 million outstanding under this facility.

On March 22, 2024, we completed
a $50 million securitization of residual interests from previously issued securitizations. In the transaction, a qualified institutional
buyer purchased $50.0 million of asset-backed notes secured by an 80% interest in a CPS affiliate that owns the residual interests in
five CPS securitizations issued from January 2022 through January 2023. The sold notes (“2024-1 Notes”), issued by CPS Auto
Securitization Trust 2024-1, consist of a single class with a coupon of 11.50%. At December 31, 2025 there was $49.8 million outstanding
under this facility.

On March 20, 2025, we completed
a $65 million securitization of residual interests from previously issued securitizations. In the transaction, a qualified institutional
buyer purchased $65.0 million of asset-backed notes secured by an 80% interest in a CPS affiliate that owns the residual interests in
five CPS securitizations issued from October 2023 through September 2024. The sold notes (“2025-1 Notes”), issued by CPS Auto
Securitization Trust 2025-1, consist of a single class with a coupon of 11.00%. At December 31, 2025, there was $63.5 million outstanding
under this facility.

The agreed valuation of the
collateral for the 2021-1, 2024-1, and 2025-1 Notes is the sum of the amounts on deposit in the underlying spread accounts for each related
securitization and the over-collateralization of each related securitization, which is the difference between the outstanding principal
balances of the related receivables less the principal balance of the outstanding notes issued in the related securitization. On each
monthly payment date, the 2021-1, 2024-1, and 2025-1 Notes are entitled to interest at the coupon rate and, if necessary, a principal
payment necessary to maintain a specified minimum collateral ratio.

Securitization Trust Debt.  
Since 2011, we treated all 57 of our securitizations of automobile contracts as secured financings for financial accounting purposes,
and the asset-backed securities issued in such securitizations remain on our consolidated balance sheet as securitization trust debt.
We had $2,986.6 million of securitization trust debt outstanding at December 31, 2025.

Subordinated Renewable
Notes Debt.   In June 2005, we began issuing registered subordinated renewable notes in an ongoing offering to the public.
Upon maturity, the notes are automatically renewed for the same term as the maturing notes, unless we repay the notes or the investor
notifies us within 15 days after the maturity date of his note that he wants it repaid. Renewed notes bear interest at the rate we are
offering at that time to other investors with similar note maturities. Based on the terms of the individual notes, interest payments may
be required monthly, quarterly, annually or upon maturity. At December 31, 2025 there were $29.0 million of such notes outstanding.

We must comply with certain
affirmative and negative covenants related to debt facilities, which require, among other things, that we maintain certain financial ratios
related to liquidity, net worth, capitalization, investments, acquisitions, restricted payments and certain dividend restrictions. In
addition, certain securitization and non-securitization related debt contain cross-default provisions that would allow certain creditors
to declare default if a default occurred under a different facility. As of December 31, 2025, we were in compliance with all such covenants.

46
