grepcent / static financial knowledge base

FirstCash Holdings, Inc. (FCFS)

CIK: 0000840489. SIC: 5900 Retail-Miscellaneous Retail. Latest 10-K as of: 2026-02-09.

SIC breadcrumb: Retail Trade > Miscellaneous Retail > SIC 5900 Retail-Miscellaneous Retail

SEC company page: https://www.sec.gov/edgar/browse/?CIK=840489. Latest filing source: 0000840489-26-000032.

Informational only - descriptive public-record data, not investment advice.

Business

Read FCFS's verbatim Item 1 Business section from its latest 10-K: Business.

Risk Factors

Read FCFS's verbatim Item 1A Risk Factors from its latest 10-K: Risk Factors.

Selected Fundamentals

MetricValueUnitFYFiled
Revenue3,661,043,000USD20252026-02-09
Net income330,375,000USD20252026-02-09
Assets5,300,763,000USD20252026-02-09

Financials

Annual standardized facts from SEC companyfacts as of latest extracted filing date 2026-02-09. Source: https://data.sec.gov/api/xbrl/companyfacts/CIK0000840489.json. Derived margins, ratios, and free cash flow are computed from the extracted annual SEC facts.

Download these verified figures (annual + quarterly, with per-value filing provenance): JSON · CSV

Flow metrics use full-year FY periods from 10-K/10-K/A filings; balance-sheet metrics use FY-end instants. Free cash flow = operating cash flow - capital expenditures. Missing metrics are omitted rather than fabricated.

Metric2016201720182019202020212022202320242025
Revenue1,088,377,0001,779,822,0001,780,858,0001,864,439,0001,631,284,0001,698,965,0002,728,942,0003,151,796,0003,388,514,0003,661,043,000
Net income60,127,000143,892,000153,206,000164,618,000106,579,000124,909,000253,495,000219,301,000258,815,000330,375,000
Gross profit604,803,000947,506,000966,767,0001,018,347,000911,139,000919,152,0001,264,586,0001,507,239,0001,629,532,0001,840,607,000
Diluted EPS1.723.003.413.812.563.045.364.805.737.42
Operating cash flow96,854,000220,357,000243,429,000231,596,000222,264,000223,304,000469,305,000416,142,000539,958,000585,942,000
Capital expenditures20,456,00025,971,00035,677,00044,311,00037,543,00042,022,00035,586,00060,148,00068,245,00054,906,000
Dividends paid19,808,00036,836,00040,853,00043,952,00044,752,00047,533,00059,571,00061,875,00065,761,00070,875,000
Share buybacks0.0091,740,000273,660,000116,105,000106,970,00049,610,000157,864,000114,378,00085,000,000115,849,000
Assets2,145,203,0002,062,784,0002,107,974,0002,439,440,0002,372,197,0003,836,452,0003,904,867,0004,289,915,0004,476,986,0005,300,763,000
Liabilities695,217,000587,451,000789,870,0001,089,405,0001,088,382,0002,028,325,0002,025,101,0002,293,497,0002,422,822,0003,024,001,000
Stockholders' equity1,449,986,0001,475,333,0001,318,104,0001,350,035,0001,283,815,0001,808,127,0001,879,766,0001,996,418,0002,054,164,0002,276,762,000
Cash and cash equivalents89,955,000114,423,00071,793,00046,527,00065,850,000120,046,000117,330,000127,018,000175,095,000125,197,000
Free cash flow76,398,000194,386,000207,752,000187,285,000184,721,000181,282,000433,719,000355,994,000471,713,000531,036,000

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.

Metric2016201720182019202020212022202320242025
Net margin5.52%8.08%8.60%8.83%6.53%7.35%9.29%6.96%7.64%9.02%
Return on equity4.15%9.75%11.62%12.19%8.30%6.91%13.49%10.98%12.60%14.51%
Return on assets2.80%6.98%7.27%6.75%4.49%3.26%6.49%5.11%5.78%6.23%
Liabilities / equity0.480.400.600.810.851.121.081.151.181.33
Current ratio6.216.995.943.653.032.883.833.894.144.55

Industry Peer Context

Each number-line places FCFS against the min, median, and max of latest reported values among companies in the same SIC industry when at least three peers report that ratio.

Net margin peer context

FCFS Net margin versus SIC peer range. Source: grepcent computed from latest SEC companyfacts ratios for SIC industry 5900; peer count 5.FCFS Net margin versus SIC peer range. Source: grepcent computed from latest SEC companyfacts ratios for SIC industry 5900; peer count 5.5 SIC peersMin -6.0%Median 8.6%Max 48.4%FCFS 9.0%

ROE peer context

FCFS ROE versus SIC peer range. Source: grepcent computed from latest SEC companyfacts ratios for SIC industry 5900; peer count 3.FCFS ROE versus SIC peer range. Source: grepcent computed from latest SEC companyfacts ratios for SIC industry 5900; peer count 3.3 SIC peersMin 5.2%Median 10.7%Max 14.5%FCFS 14.5%

ROA peer context

FCFS ROA versus SIC peer range. Source: grepcent computed from latest SEC companyfacts ratios for SIC industry 5900; peer count 5.FCFS ROA versus SIC peer range. Source: grepcent computed from latest SEC companyfacts ratios for SIC industry 5900; peer count 5.5 SIC peersMin -10.2%Median 5.6%Max 167.4%FCFS 6.2%

Financial Bridges

Waterfall figures reconcile reported SEC companyfacts components. Missing bridges are omitted when required components are not present for the same fiscal year.

Free cash flow = operating cash flow - capital expenditures

FCFS FY2025 free cash flow bridge from reported figures.FCFS FY2025 free cash flow bridge from reported figures.FCFS free cash flow bridgeFY2025: operating cash flow less capital expendituresSource: SEC companyfacts FY2025.Free cash flow bridgeReported amount$0.0B$375.0M$750.0M$585.9MOperating cash flow-$54.9MCapex$531.0MFree cash flow

Figure provenance: SEC companyfacts FY 2025. Operating cash flow: accession 0000840489-26-000032; concept NetCashProvidedByUsedInOperatingActivities; source concepts us-gaap:NetCashProvidedByUsedInOperatingActivities | Capital expenditures: accession 0000840489-26-000032; concept PaymentsToAcquireProductiveAssets; source concepts us-gaap:PaymentsToAcquireProductiveAssets | Free cash flow: accession 0000840489-26-000032; concept NetCashProvidedByUsedInOperatingActivities - PaymentsToAcquireProductiveAssets; source concepts us-gaap:NetCashProvidedByUsedInOperatingActivities; us-gaap:PaymentsToAcquireProductiveAssets

Financial Charts

FCFS revenue, last 5 periods. Source: SEC companyfacts FY2025.FCFS revenue, last 5 periods. Source: SEC companyfacts FY2025.FCFS RevenueLatest point: FY2025 = $3.7BSource: SEC companyfacts FY2025.Fiscal yearReported revenue$0.0B$2.0B$4.0BFY2021FY2022FY2023FY2024FY2025

Figure provenance: SEC companyfacts. Latest point: FY 2025 ended 2025-12-31; accession 0000840489-26-000032; filed 2026-02-09. Concept: Revenues. Source concepts: us-gaap:Revenues.

FCFS net income, last 5 periods. Source: SEC companyfacts FY2025.FCFS net income, last 5 periods. Source: SEC companyfacts FY2025.FCFS Net incomeLatest point: FY2025 = $330.4MSource: SEC companyfacts FY2025.Fiscal yearNet income$0.0B$250.0M$500.0MFY2021FY2022FY2023FY2024FY2025

Figure provenance: SEC companyfacts. Latest point: FY 2025 ended 2025-12-31; accession 0000840489-26-000032; filed 2026-02-09. Concept: NetIncomeLoss. Source concepts: us-gaap:NetIncomeLoss.

FCFS gross profit, last 5 periods. Source: SEC companyfacts FY2025.FCFS gross profit, last 5 periods. Source: SEC companyfacts FY2025.FCFS Gross profitLatest point: FY2025 = $1.8BSource: SEC companyfacts FY2025.Fiscal yearGross profit$0.0B$1.0B$2.0BFY2021FY2022FY2023FY2024FY2025

Figure provenance: SEC companyfacts. Latest point: FY 2025 ended 2025-12-31; accession 0000840489-26-000032; filed 2026-02-09. Concept: GrossProfit. Source concepts: us-gaap:GrossProfit.

FCFS diluted eps, last 5 periods. Source: SEC companyfacts FY2025.FCFS diluted eps, last 5 periods. Source: SEC companyfacts FY2025.FCFS Diluted EPSLatest point: FY2025 = $7.42/shareSource: SEC companyfacts FY2025.Fiscal yearDiluted EPS (USD/share)$0.00/share$5.00/share$10.00/shareFY2021FY2022FY2023FY2024FY2025

Figure provenance: SEC companyfacts. Latest point: FY 2025 ended 2025-12-31; accession 0000840489-26-000032; filed 2026-02-09. Concept: EarningsPerShareDiluted. Source concepts: us-gaap:EarningsPerShareDiluted.

FCFS operating cash flow, last 5 periods. Source: SEC companyfacts FY2025.FCFS operating cash flow, last 5 periods. Source: SEC companyfacts FY2025.FCFS Operating cash flowLatest point: FY2025 = $585.9MSource: SEC companyfacts FY2025.Fiscal yearOperating cash flow$0.0B$375.0M$750.0MFY2021FY2022FY2023FY2024FY2025

Figure provenance: SEC companyfacts. Latest point: FY 2025 ended 2025-12-31; accession 0000840489-26-000032; filed 2026-02-09. Concept: NetCashProvidedByUsedInOperatingActivities. Source concepts: us-gaap:NetCashProvidedByUsedInOperatingActivities.

FCFS capital expenditures, last 5 periods. Source: SEC companyfacts FY2025.FCFS capital expenditures, last 5 periods. Source: SEC companyfacts FY2025.FCFS Capital expendituresLatest point: FY2025 = $54.9MSource: SEC companyfacts FY2025.Fiscal yearCapital expenditures$0.0B$125.0M$250.0MFY2021FY2022FY2023FY2024FY2025

Figure provenance: SEC companyfacts. Latest point: FY 2025 ended 2025-12-31; accession 0000840489-26-000032; filed 2026-02-09. Concept: PaymentsToAcquireProductiveAssets. Source concepts: us-gaap:PaymentsToAcquireProductiveAssets.

FCFS dividends paid, last 5 periods. Source: SEC companyfacts FY2025.FCFS dividends paid, last 5 periods. Source: SEC companyfacts FY2025.FCFS Dividends paidLatest point: FY2025 = $70.9MSource: SEC companyfacts FY2025.Fiscal yearDividends paid$0.0B$125.0M$250.0MFY2021FY2022FY2023FY2024FY2025

Figure provenance: SEC companyfacts. Latest point: FY 2025 ended 2025-12-31; accession 0000840489-26-000032; filed 2026-02-09. Concept: PaymentsOfDividends. Source concepts: us-gaap:PaymentsOfDividends.

FCFS share buybacks, last 5 periods. Source: SEC companyfacts FY2025.FCFS share buybacks, last 5 periods. Source: SEC companyfacts FY2025.FCFS Share buybacksLatest point: FY2025 = $115.8MSource: SEC companyfacts FY2025.Fiscal yearShare buybacks$0.0B$125.0M$250.0MFY2021FY2022FY2023FY2024FY2025

Figure provenance: SEC companyfacts. Latest point: FY 2025 ended 2025-12-31; accession 0000840489-26-000032; filed 2026-02-09. Concept: PaymentsForRepurchaseOfCommonStock. Source concepts: us-gaap:PaymentsForRepurchaseOfCommonStock.

FCFS assets, last 5 periods. Source: SEC companyfacts FY2025.FCFS assets, last 5 periods. Source: SEC companyfacts FY2025.FCFS AssetsLatest point: FY2025 = $5.3BSource: SEC companyfacts FY2025.Fiscal yearAssets$0.0B$3.0B$6.0BFY2021FY2022FY2023FY2024FY2025

Figure provenance: SEC companyfacts. Latest point: FY 2025 ended 2025-12-31; accession 0000840489-26-000032; filed 2026-02-09. Concept: Assets. Source concepts: us-gaap:Assets.

FCFS liabilities, last 5 periods. Source: SEC companyfacts FY2025.FCFS liabilities, last 5 periods. Source: SEC companyfacts FY2025.FCFS LiabilitiesLatest point: FY2025 = $3.0BSource: SEC companyfacts FY2025.Fiscal yearLiabilities$0.0B$2.0B$4.0BFY2021FY2022FY2023FY2024FY2025

Figure provenance: SEC companyfacts. Latest point: FY 2025 ended 2025-12-31; accession 0000840489-26-000032; filed 2026-02-09. Concept: Liabilities. Source concepts: us-gaap:Liabilities.

FCFS stockholders' equity, last 5 periods. Source: SEC companyfacts FY2025.FCFS stockholders' equity, last 5 periods. Source: SEC companyfacts FY2025.FCFS Stockholders' equityLatest point: FY2025 = $2.3BSource: SEC companyfacts FY2025.Fiscal yearStockholders' equity$0.0B$2.0B$4.0BFY2021FY2022FY2023FY2024FY2025

Figure provenance: SEC companyfacts. Latest point: FY 2025 ended 2025-12-31; accession 0000840489-26-000032; filed 2026-02-09. Concept: StockholdersEquity. Source concepts: us-gaap:StockholdersEquity.

FCFS cash and cash equivalents, last 5 periods. Source: SEC companyfacts FY2025.FCFS cash and cash equivalents, last 5 periods. Source: SEC companyfacts FY2025.FCFS Cash and cash equivalentsLatest point: FY2025 = $125.2MSource: SEC companyfacts FY2025.Fiscal yearCash and cash equivalents$0.0B$125.0M$250.0MFY2021FY2022FY2023FY2024FY2025

Figure provenance: SEC companyfacts. Latest point: FY 2025 ended 2025-12-31; accession 0000840489-26-000032; filed 2026-02-09. Concept: CashAndCashEquivalentsAtCarryingValue. Source concepts: us-gaap:CashAndCashEquivalentsAtCarryingValue.

FCFS free cash flow, last 5 periods. Source: SEC companyfacts FY2025.FCFS free cash flow, last 5 periods. Source: SEC companyfacts FY2025.FCFS Free cash flowLatest point: FY2025 = $531.0MSource: SEC companyfacts FY2025.Fiscal yearFree cash flow$0.0B$375.0M$750.0MFY2021FY2022FY2023FY2024FY2025

Figure provenance: SEC companyfacts. Latest point: FY 2025 ended 2025-12-31; accession 0000840489-26-000032; filed 2026-02-09. Concept: NetCashProvidedByUsedInOperatingActivities - PaymentsToAcquireProductiveAssets. Source concepts: us-gaap:NetCashProvidedByUsedInOperatingActivities; us-gaap:PaymentsToAcquireProductiveAssets.

Quarterly

Quarterly standardized facts from SEC companyfacts as of latest extracted filing date 2026-07-27. Source: https://data.sec.gov/api/xbrl/companyfacts/CIK0000840489.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.

QuarterEnd DateRevenueNet IncomeDiluted EPSMethod
2022-Q32022-09-301.26reported discrete quarter
2023-Q12023-03-311.02reported discrete quarter
2023-Q22023-06-300.99reported discrete quarter
2023-Q32023-06-3045,180,000reported discrete quarter
2023-Q32023-09-30786,301,0001.26reported discrete quarter
2023-Q42023-12-31852,134,00069,589,000derived Q4 = FY annual - nine-month YTD
2024-Q12024-03-31836,370,00061,368,0001.35reported discrete quarter
2024-Q22024-03-3161,368,000reported discrete quarter
2024-Q22024-06-30831,012,0001.08reported discrete quarter
2024-Q32024-06-3049,073,000reported discrete quarter
2024-Q32024-09-30837,321,0001.44reported discrete quarter
2024-Q42024-12-31883,811,00083,547,000derived Q4 = FY annual - nine-month YTD
2025-Q12025-03-31836,423,00083,591,0001.87reported discrete quarter
2025-Q22025-03-3183,591,000reported discrete quarter
2025-Q22025-06-30830,622,0001.34reported discrete quarter
2025-Q32025-06-3059,805,000reported discrete quarter
2025-Q32025-09-30935,579,0001.86reported discrete quarter
2025-Q42025-12-311,058,419,000104,172,000derived Q4 = FY annual - nine-month YTD
2026-Q12026-03-311,051,651,000107,702,0002.43reported discrete quarter
2026-Q22026-03-31107,702,000reported discrete quarter
2026-Q22026-06-301,074,688,0002.12reported discrete quarter

Quarterly Charts

FCFS quarterly revenue, last 12 periods. Source: SEC companyfacts 2026-Q2.FCFS quarterly revenue, last 12 periods. Source: SEC companyfacts 2026-Q2.FCFS Quarterly RevenueLatest point: 2026-Q2 = $1.1BSource: SEC companyfacts 2026-Q2.Fiscal quarterQuarterly Revenue$0.0B$1.0B$2.0B2023-Q32023-Q42024-Q12024-Q22024-Q32024-Q42025-Q12025-Q22025-Q32025-Q42026-Q12026-Q2

Figure provenance: SEC companyfacts. Latest point: FY 2026 ended 2026-06-30; accession 0000840489-26-000085; filed 2026-07-27. Concept: Revenues. Source concepts: us-gaap:Revenues.

FCFS quarterly net income, last 12 periods. Source: SEC companyfacts 2026-Q2.FCFS quarterly net income, last 12 periods. Source: SEC companyfacts 2026-Q2.FCFS Quarterly Net incomeLatest point: 2026-Q2 = $107.7MSource: SEC companyfacts 2026-Q2.Fiscal quarterQuarterly Net income$0.0B$125.0M$250.0M2023-Q32023-Q42024-Q12024-Q22024-Q32024-Q42025-Q12025-Q22025-Q32025-Q42026-Q12026-Q2

Figure provenance: SEC companyfacts. Latest point: FY 2026 ended 2026-03-31; accession 0000840489-26-000049; filed 2026-04-24. Concept: NetIncomeLoss. Source concepts: us-gaap:NetIncomeLoss.

FCFS quarterly diluted eps, last 12 periods. Source: SEC companyfacts 2026-Q2.FCFS quarterly diluted eps, last 12 periods. Source: SEC companyfacts 2026-Q2.FCFS Quarterly Diluted EPSLatest point: 2026-Q2 = $2.12/shareSource: SEC companyfacts 2026-Q2.Fiscal quarterQuarterly Diluted EPS (USD/share)$0.00/share$2.00/share$4.00/share2022-Q32023-Q12023-Q22023-Q32024-Q12024-Q22024-Q32025-Q12025-Q22025-Q32026-Q12026-Q2

Figure provenance: SEC companyfacts. Latest point: FY 2026 ended 2026-06-30; accession 0000840489-26-000085; filed 2026-07-27. Concept: EarningsPerShareDiluted. Source concepts: us-gaap:EarningsPerShareDiluted.

Macro Cross-References

Latest quarter (10-Q)

Latest 10-Q source: 0000840489-26-000085.

Extracted from a substantive MD&A body after the formal Item 2 span was a TOC or reference stub. Confidence: high. Filing date: 2026-07-27. Report date: 2026-06-30.

LIQUIDITY AND CAPITAL RESOURCES

Material Capital Requirements

The Company’s primary capital requirements include the:

•Expansion of pawn operations through growth of pawn receivables and inventories in existing stores, new store openings, strategic acquisitions of pawn stores and purchases of underlying real estate at new and existing locations;

•Growth of earning assets in the retail POS payment solutions operations through transaction volumes generated from new and existing merchant partners; and

•Return of capital to shareholders through dividends and stock repurchases.

Other material capital requirements include operating expenses (see Note 4 of Notes to Consolidated Financial Statements regarding operating lease commitments), maintenance capital expenditures related to its facilities, technology platforms, general corporate operating activities, income tax payments and debt service, among others. The Company believes that net cash provided by operating activities and available and unused funds under its revolving credit facilities will be adequate to meet its liquidity and capital needs for these items over the next 12 months and also in the longer-term beyond the next 12 months.

Expand Pawn Operations

The Company intends to continue expansion of its pawn operations through growth of pawn receivables and inventories in existing stores along with new store openings and acquisitions.

During the six months ended June 30, 2026, the Company opened ten new stores in Latin America, nine new stores in the U.K., one new store in the U.S. and acquired eight pawn stores in the U.S. The Company evaluates potential acquisitions based upon growth potential, purchase price, available liquidity, strategic fit and quality of management personnel, among other factors. Future store openings and acquisitions are subject to the Company’s ability to identify acquisition opportunities and new location sites in markets with attractive demographics and favorable regulatory environments.

In connection with the pending Ramsdens Acquisition, the Company expects to acquire the entire issued and to be issued share capital of Ramsdens by the end of 2026 by paying Ramsdens’ shareholders 675 pence per share in cash. In addition, Ramsdens’ shareholders will receive an interim cash dividend of up to 9 pence for each Ramsdens share to be paid on October 9, 2026. The total equity value for the Ramsdens Acquisition, including cash consideration for the shares, is approximately £231.7 million ($307.5 million USD using GBP/USD exchange rate of 1.33).

The Company has also incurred, and expects to incur additional costs, expenses and fees for professional services, financing and other transaction and integration costs in connection with the Ramsdens Acquisition and the H&T Acquisition. The substantial majority of these costs will be non-recurring expenses. The Company plans to finance the Ramsdens Acquisition and other transaction and integration costs with available funds under the Credit Facility and believes it has adequate capacity to borrow the necessary funds under the most restrictive covenants under its credit agreements.

Although viewed by management as a discretionary expenditure not required to operate its pawn stores, the Company may continue to strategically purchase real estate from its landlords at existing stores or in conjunction with pawn store acquisitions as opportunities arise at reasonable valuations. During the six months ended June 30, 2026, the Company purchased the real estate at 23 store locations, primarily from landlords at existing stores, for a cumulative purchase price of $40.2 million. As of June 30, 2026, the Company owned the real estate at a total of 466 pawn locations, primarily in the U.S., along with its corporate headquarters building in Fort Worth, Texas.

Other than the proposed Ramsdens Acquisition, the Company currently has no other contractual commitments for materially significant future acquisitions, business combinations or capital commitments.

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Expand Retail POS Payment Solutions Operations

AFF expects to expand its business primarily by promoting and expanding relationships with both new and existing customers and retail merchant partners. In addition, AFF has made, and intends to continue to make, investments in its customer and merchant support operations and facilities, its technology platforms and its proprietary decisioning platforms and processes. In addition to utilizing cash flows generated from its own operations to fund expected 2026 growth, AFF has access to the additional sources of liquidity described below if needed to fund further expansion activities.

Return of Capital to Shareholders

During the six months ended June 30, 2026, the Company paid quarterly cash dividends to its shareholders totaling $36.9 million. In July 2026, the Company’s Board of Directors declared a $0.42 per share third quarter cash dividend on common shares outstanding, or an aggregate of $18.3 million based on the June 30, 2026 share count, to be paid on August 28, 2026 to stockholders of record as of August 14, 2026. While the Company currently expects to continue the payment of quarterly cash dividends, the amount, declaration and payment of cash dividends in the future (quarterly or otherwise) will be made by the Board of Directors, from time to time, subject to the Company’s financial condition, results of operations, business requirements, compliance with legal requirements, debt covenant restrictions and other relevant factors.

During the six months ended June 30, 2026, the Company repurchased a total of 618,000 shares of common stock at an aggregate cost of $126.6 million and an average cost per share of $204.77. The Company incurred $1.3 million of excise taxes during the six months ended June 30, 2026.

During July 2026, the Company repurchased a total of 107,000 shares of common stock at an aggregate cost of $23.4 million and an average cost per share of $218.04, which completed the share repurchase program authorized in October 2025.

In July 2026, the Board of Directors authorized a common stock repurchase program for up to $150.0 million of the Company’s outstanding common stock, of which the entire $150.0 million is currently remaining. The Company intends to continue repurchases under its active share repurchase program, including through open market transactions under trading plans in accordance with Rule 10b5-1 and Rule 10b-18 under the Securities Exchange Act of 1934, as amended (the “Exchange Act”), subject to a variety of factors, including, but not limited to, the level of cash balances, liquidity needs, credit availability, debt covenant restrictions, general business and economic conditions, regulatory requirements, the market price of the Company’s stock, the Company’s dividend policy and the availability of acquisitions or other alternative investment opportunities.

Sources of Liquidity

The Company regularly evaluates opportunities to optimize its capital structure, including through consideration of the issuance of debt or equity, to refinance existing debt and to enter into interest rate hedge transactions, such as interest rate swap agreements. As of June 30, 2026, the Company’s primary sources of liquidity were $172.3 million in cash and cash equivalents and $661.9 million of available and unused funds under the Company’s revolving unsecured credit facilities, subject to certain financial covenants (see Note 8 of Notes to Consolidated Financial Statements). During the six months ended June 30, 2026, the Company repaid in full all outstanding amounts under its U.K. Credit Facility and U.K. Term Loans, and the related credit agreements were terminated. The Company had working capital of $1,605.6 million as of June 30, 2026.

The Company’s cash and cash equivalents as of June 30, 2026 included $69.1 million held by its foreign subsidiaries. These cash balances, which are primarily held in Mexican pesos and British pound sterling, are associated with foreign earnings the Company has asserted are indefinitely reinvested and which the Company plans to use to support its continued growth plans outside the U.S. through funding of capital expenditures, acquisitions, operating expenses or other similar cash needs of the Company’s foreign operations.

The Company’s liquidity is affected by a number of factors, including changes in general customer traffic and demand, pawn loan balances, collection of pawn fees, merchandise sales, inventory levels, LTO merchandise, finance receivable balances, collection of lease and finance receivable payments, seasonality, operating expenses, administrative expenses, expenses related to merger and acquisition activities, litigation-related expenses, tax rates, gold prices, foreign currency exchange rates and the pace of new pawn store expansion and acquisitions, including the pending Ramsdens Acquisition. Additionally, a prolonged reduction in earnings and EBITDA could limit the Company’s future ability to fully borrow on its credit facilities under current leverage covenants. Regulatory developments affecting the Company’s operations may also impact profitability and liquidity. See “Governmental Regulation.”

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If needed, the Company could seek to raise additional funds from a variety of sources, including, but not limited to, the sale of assets, reductions in operating expenses, capital expenditures and dividends, the forbearance or deferral of certain operating expenses, the issuance of debt or equity securities, utilizing other structured financing arrangements, the leveraging of currently unencumbered real estate owned by the Company and/or changes to its management of current assets. The characteristics of the Company’s current assets, specifically the ability to rapidly liquidate gold jewelry inventory, which accounts for 66% of total inventory, give the Company flexibility to quickly increase cash flow if necessary.

Cash Flows and Liquidity Metrics

The following tables set forth certain historical information with respect to the Company’s sources and uses of cash and other key indicators of liquidity (dollars in thousands):

Six Months Ended June 30,
20262025
Cash flow provided by operating activities$330,405$243,494
Cash flow used in investing activities$(252,143)$(174,210)
Cash flow used in financing activities$(33,022)$(146,025)
As of June 30,
20262025
Working capital$1,605,593$1,048,126
Current ratio4.9:14.2:1

Cash Flow Provided by Operating Activities

Net cash provided by operating activities increased $86.9 million, or 36%, from $243.5 million for the six months ended June 30, 2025 to $330.4 million for the six months ended June 30, 2026 due to net changes in certain non-cash adjustments to reconcile net income to operating cash flow and net changes in other operating assets and liabilities (as detailed in the consolidated statements of cash flows) and an increase in net income of $57.8 million.

Cash Flow Used in Investing Activities

Net cash used in investing activities increased $77.9 million, or 45%, from $174.2 million for the six months ended June 30, 2025 to $252.1 million for the six months ended June 30, 2026. Cash flows from investing activities are utilized primarily to fund pawn store acquisitions, purchase furniture, fixtures, equipment and improvements, which includes capital expenditures for improvements to existing stores and for new pawn store openings and other corporate assets, and discretionary purchases of store real property. In addition, cash flows related to the funding of new pawn loans, net of cash repayments and recovery of principal through the sale of inventories acquir

[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. Filing date: 2026-02-09. Report date: 2025-12-31.

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

General

The Company’s primary business line is the operation of retail pawn stores, also known as “pawnshops,” which focus on serving cash- and credit-constrained consumers. The Company is the leading operator of pawn stores in the U.S., Latin America and the U.K. Pawn stores help customers meet small short-term cash needs by providing non-recourse pawn loans and buying merchandise directly from customers. Personal property, such as jewelry, electronics, tools, appliances, sporting goods and musical instruments, is pledged and held as collateral for the pawn loans over the term of the loan. Pawn stores also generate retail sales primarily from the merchandise acquired through collateral forfeitures and over-the-counter purchases from customers.

The Company completed the acquisition of H&T, the leading pawn operator in the United Kingdom with 286 store locations, on August 14, 2025, the date which the balance sheet and operating results of H&T were included in the Company’s consolidated financial results. For further detail, see Note 3 of Notes to Consolidated Financial Statements.

The Company is also a leading provider of customer payment solutions at the POS for retailers of consumer goods and services, which it conducts solely through AFF. The Company’s customer payment solutions business line focuses on LTO products and facilitating other retail financing payment options across a large network of traditional and e-commerce merchant partners in the U.S. AFF’s retail partners provide consumer goods and services to their customers and use AFF’s LTO and retail finance solutions to facilitate payments on such transactions.

The Company’s two business lines are organized into four reportable segments. The U.S. pawn segment consists of pawn operations in 29 U.S. states and the District of Columbia; the Latin America pawn segment consists of pawn operations in Mexico, Guatemala, El Salvador and Colombia; and the U.K. pawn segment consists of pawn operations in England, Scotland and Wales. The retail POS payment solutions segment consists of the operations of AFF in the U.S. Financial information regarding the Company’s revenue and long-lived assets by geographic area is provided in Note 17 of Notes to Consolidated Financial Statements.

Critical Accounting Estimates

The preparation of financial statements in conformity with accounting principles generally accepted in the United States of America (“GAAP”) requires management to make estimates, assumptions and judgments that affect the reported amounts of assets and liabilities, related revenue and expenses, and disclosure of gain and loss contingencies at the date of the financial statements. Such estimates, assumptions and judgments are subject to a number of risks and uncertainties, which may cause actual results to differ materially from the Company’s estimates.

The critical accounting policies and estimates that could have a significant impact on the Company’s results of operations are described in Note 2 of Notes to Consolidated Financial Statements. The Company believes the following critical accounting policies describe the more significant judgments and estimates used in the preparation of its consolidated financial statements.

Pawn loans and revenue recognition — Pawn loans are secured by the customer’s pledge of tangible personal property, which the Company holds during the term of the loan. If a pawn loan defaults, the Company relies on the sale of the pawned property to recover the principal amount of an unpaid pawn loan, plus a yield on the investment, as the Company’s pawn loans are non-recourse against the customer. The Company accrues pawn loan fee revenue on a constant-yield basis over the life of the pawn loan for all pawns for which the Company deems collection to be probable based on historical pawn redemption statistics, which is included in accounts receivable, net in the accompanying consolidated balance sheets. If the pawn loan is not repaid prior to the expiration of the pawn loan term, including any extension or grace period, if applicable, the principal amount loaned becomes the inventory carrying value of the forfeited collateral, which is typically recovered through sales of the forfeited items at prices well above the carrying value. The Company has determined no allowance related to credit losses on pawn loans is required, as the fair value of the pledged collateral is significantly in excess of the pawn loan amount.

Leased merchandise and revenue recognition — The Company provides merchandise, consisting primarily of furniture and mattresses, appliances, jewelry, electronics and automotive products, to customers of its merchant partners for lease under certain terms agreed to by the customer. The customer has the right to acquire the title either through an early buyout option or through payment of all required lease payments. The Company maintains ownership of the leased merchandise until all payment obligations are satisfied under the lease agreement. The customer has the right to cancel the lease at any time by returning the merchandise. Leased merchandise contracts can typically be renewed for weekly, bi-weekly, semi-monthly, and monthly renewal periods and are generally renewed for between six and 24 months. Leased merchandise is stated at depreciated cost. The Company depreciates leased merchandise over the life of the lease and assumes no salvage value. Depreciation is

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accelerated upon an early buyout. All of the Company’s leased merchandise represents on-lease merchandise and all leases are operating leases.

Lease income is recognized over the lease term and is recorded net of any sales taxes collected. Charges for late fees and insufficient fund fees are recognized as income when collected. Initial direct costs related to the Companyʼs lease agreements are added to the basis of the leased property and recognized over the lease term in proportion to the recognition of lease income. The Company typically charges the customer a non-refundable processing fee at lease inception and may also receive a discount from or pay a premium to certain merchant partners for leases originated at their locations, which are deferred and amortized using the straight-line method as adjustments to lease income over the contractual life of the related leased merchandise. Unamortized fees, discounts and premiums are recognized in full upon early buyout or charge-off.

The Company accrues lease income earned but not yet collected as accrued rent receivable, which is included in accounts receivable, net in the accompanying consolidated balance sheets. Alternatively, lease payments received in excess of the amount earned are recognized as deferred revenue, which is included in customer deposits and prepayments in the accompanying consolidated balance sheets. Customer payments are first applied to applicable sales tax and scheduled lease payments, then applied to any uncollected fees, such as late fees and insufficient fund fees. The Company collects sales taxes on behalf of the customer and remits all applicable sales taxes collected to the respective jurisdiction.

Provision for lease losses — The Company records a provision for lease losses on an allowance method, which estimates the leased merchandise losses incurred but not yet identified by management as of the end of the accounting period. The allowance for lease losses is based primarily upon historical loss experience, with consideration given to recent and forecasted business trends including, but not limited to, loss trends, delinquency levels, economic conditions, underwriting and collection practices.

The Company charges off leased merchandise when a lease is 90 days or more contractually past due. If an account is deemed to be uncollectible prior to this date, the Company will charge off the leased merchandise at the point in time it is deemed uncollectible.

Finance receivables and revenue recognition — The Company purchases and services retail finance receivables, the term of which typically range from six to 24 months, directly from its merchant partners or from its bank partner. The Company has a partnership with a Utah state-chartered bank that requires the Company to purchase the rights to the cash flows associated with certain finance receivables marketed to retail consumers on the bank’s behalf. The bank establishes the underwriting criteria for the finance receivables originated by the bank.

Interest income is recognized using the interest method over the life of the finance receivable for all loans for which the Company deems collection to be probable based on historical loan redemption statistics and stops accruing interest upon charge-off. Charges for late fees and insufficient fund fees are recognized as income when collected. The Company receives an origination fee on newly purchased bank loans and may receive a discount from or pay a premium to certain merchant partners for finance receivables purchased from them, which are deferred and amortized using the interest method as adjustments to yield over the contractual life of the related finance receivable. Unamortized origination fees, discounts and premiums are recognized in full upon early payoff or charge-off.

The Company offers customers an early payoff discount on most of its finance receivables, whereby the customer has between 90 and 101 days to pay the full principal balance without incurring any interest charge. If the borrower does not pay the full principal balance prior to the expiration of the early payoff discount period, interest charges are applied retroactively to the inception date of the loan. The Company accrues interest income during the early payoff discount period but records a reserve for loans expected to pay the full principal balance prior to the expiration of the early payoff discount period based on historical payment patterns.

Provision for loan losses — Expected lifetime losses on finance receivables are recognized upon loan purchase, which requires the Company to make its best estimate of probable lifetime losses at the time of purchase. The Company segments its finance receivable portfolio into pools of receivables with similar risk characteristics, which include loan product and monthly origination vintage, and evaluates each pool for impairment.

The Company calculates the allowance for loan losses based on historical loss information and incorporates observable and forecasted economic conditions over a reasonable and supportable forecast period covering the full contractual life of finance receivables. Incorporating observable and forecasted economic conditions could have a material impact on the measurement of the allowance to the extent that forecasted economic conditions change significantly. The Company may also consider other qualitative factors to address recent and forecasted business trends in estimating the allowance, as necessary, including, but not limited to, loss trends, delinquency levels, economic conditions, underwriting and collection practices. The allowance for loan

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losses is maintained at a level considered appropriate to cover expected lifetime losses on the finance receivable portfolio, and the appropriateness of the allowance is evaluated at each period end.

The Company charges off finance receivables when a receivable is 90 days or more contractually past due. If an account is deemed to be uncollectible prior to this date, the Company will charge off the finance receivable at the point in time it is deemed uncollectible.

Off-balance sheet installment loans — During the third quarter of 2025, the Company began assisting certain customers in applying for an OBS Loan that is underwritten and fully retained by a bank partner. After origination of the OBS Loan by the bank, the Company assumes responsibility for servicing the loan on behalf of the bank for the remaining term of the loan. The Company does not purchase the loan or the rights to a portion of the cash flows of the loan from the bank. As such, these loans are not reflected on the Company’s balance sheet as a finance receivable.

The Company receives certain servicing and other fees associated with performing OBS Loans from the bank, which are included in interest and fees on finance receivables in the accompanying consolidated statements of income. However, if an OBS Loan becomes 90 days contractually past due, the Company is obligated to reimburse the bank for the outstanding principal amount plus accrued interest. This obligation constitutes an off-balance sheet credit exposure for which the Company is required to recognize, upon inception of the obligation, a liability for the expected lifetime losses, which is included in accrued liabilities in the accompanying consolidated balance sheets.

The Company calculates the liability for expected lifetime losses based on historical loss information and incorporates observable and forecasted economic conditions over a reasonable and supportable forecast period covering the full contractual life of the off-balance sheet credit exposure. Incorporating observable and forecasted economic conditions could have a material impact on the measurement of the liability to the extent that forecasted economic conditions change significantly. The Company may also consider other qualitative factors to address recent and forecasted business trends in estimating the liability, as necessary, including, but not limited to, loss trends, delinquency levels, economic conditions, underwriting and collection practices. The liability for off-balance sheet credit exposure is maintained at a level considered appropriate to cover expected lifetime losses of the off-balance sheet credit exposure, and the appropriateness of the liability is evaluated at each period end.

Business combinations — Business combination accounting requires the Company to determine the fair value of all assets acquired, including identifiable intangible assets, liabilities assumed and contingent consideration issued in a business combination. The total consideration of the acquisition is allocated to the assets and liabilities in amounts equal to the estimated fair value of each asset and liability as of the acquisition date, and any remaining acquisition consideration is classified as goodwill. This allocation process requires extensive use of estimates and assumptions. When appropriate, the Company utilizes independent valuation experts to advise and assist in determining the fair value of the assets acquired and liabilities assumed in connection with a business acquisition, in determining appropriate amortization methods and periods for identified intangible assets and in determining the fair value of contingent consideration, which is reviewed at each subsequent reporting period with changes in the fair value of the contingent consideration recognized in the consolidated statement of income. See Note 3 of Notes to Consolidated Financial Statements.

Goodwill and other indefinite-lived intangible assets — Goodwill represents the excess of the purchase price over the fair value of the net assets acquired in each business combination. The Company performs its goodwill impairment assessment annually as of October 1, and between annual assessments if an event occurs or circumstances change that would more likely than not reduce the fair value of a reporting unit below its carrying amount. The Company’s reporting units, which are tested for impairment, are U.S. pawn, Latin America pawn, U.K. pawn and retail POS payment solutions. The Company may assess goodwill for impairment at a reporting unit level by first assessing a range of qualitative factors, including, but not limited to, macroeconomic conditions, industry conditions, the competitive environment, changes in the market for the Company’s products and services, regulatory and political developments, entity specific factors, such as strategy and changes in key personnel, and overall financial performance. If, after completing this assessment, it is determined that it is more likely than not that the fair value of a reporting unit is less than its carrying value, the Company proceeds to the quantitative impairment testing methodology, or at the Company’s option, it may proceed directly to the quantitative impairment testing methodology for a reporting unit. See Note 14 of Notes to Consolidated Financial Statements.

The Company’s other material, indefinite-lived intangible assets consist of certain trade names and pawn licenses. The Company performs its indefinite-lived intangible asset impairment assessment annually as of December 31, and between annual assessments if an event occurs or circumstances change that would more likely than not reduce the fair value of an indefinite-lived intangible asset below its carrying amount. See Note 14 of Notes to Consolidated Financial Statements.

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Results of Operations

2025 Consolidated Operating Results Highlights

The following table sets forth revenue, net income, diluted earnings per share, adjusted net income, adjusted diluted earnings per share, EBITDA and adjusted EBITDA for the year ended December 31, 2025 as compared to the year ended December 31, 2024 (in thousands, except per share amounts):

Year Ended December 31,
As Reported (GAAP)Adjusted (Non-GAAP)
Increase /Increase /
20252024(Decrease)20252024(Decrease)
Revenue$3,661,043$3,388,5148%$3,661,043$3,388,5148%
Net income$330,375$258,81528%$390,142$302,68029%
Diluted earnings per share$7.42$5.7329%$8.76$6.7031%
EBITDA (non-GAAP measure)$677,727$551,00823%$698,389$558,43725%
Weighted-average diluted shares44,52645,168(1)%44,52645,168(1)%

See “Non-GAAP Financial Information—Adjusted Net Income and Adjusted Diluted Earnings Per Share and —Earnings Before Interest, Taxes, Depreciation and Amortization (EBITDA) and Adjusted EBITDA” below.

The following charts present net income, adjusted net income, diluted earnings per share, adjusted diluted earnings per share, EBITDA, adjusted EBITDA and revenue for the years ended December 31, 2025, 2024 and 2023 (in millions, except per share amounts):

* Non-GAAP financial measures. See “Non-GAAP Financial Information” for additional discussion of non-GAAP financial measures.

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The following charts present total assets and earning assets as of December 31, 2025, 2024 and 2023 (in millions):

The following charts present share repurchases, dividends paid, operating cash flow and adjusted free cash flow for the years ended December 31, 2025, 2024 and 2023 (in millions):

* Non-GAAP financial measures. See “Non-GAAP Financial Information” for additional discussion of non-GAAP financial measures.

Operating Results for the Twelve Months Ended December 31, 2025 Compared to the Twelve Months Ended December 31, 2024

The following tables and related discussion set forth key operating and financial data for the Company’s operations by reporting segment as of and for the years ended December 31, 2025 and 2024. For similar operating and financial data and discussion of the Company’s 2024 results compared to its 2023 results, refer to Item 7, “Management’s Discussion and Analysis of Financial Condition and Results of Operations” under Part II of the Company’s Annual Report on Form 10-K for the year ended December 31, 2024, which was filed with the SEC on February 3, 2025.

Stores included in the same-store calculations presented in the U.S. pawn segment and Latin America pawn segment sections below are those stores that were opened or acquired prior to the beginning of the prior-year comparative period and remained open through the end of the reporting period. Also included are stores that were relocated during the applicable period within a specified distance and are serving the same market, where there is not a significant change in store size, and where there is not a significant overlap or gap in timing between the opening of the new store and the closing of the existing store.

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The following tables present segment information for the year ended December 31, 2025 as compared to the year ended December 31, 2024 (in thousands). Operating expenses include salary and benefit expenses of pawn store-level employees and certain of AFF’s operations-focused departments, occupancy costs, bank and other payment processing charges, data analytics and decisioning costs, information technology costs, advertising costs, security, insurance, utilities, supplies, other costs incurred by the pawn stores and other operational costs incurred by AFF. Administrative expenses and amortization expense of acquired intangible assets are not included in the segment pre-tax operating income.

Year Ended December 31, 2025
U.S. PawnLatin America PawnU.K.Pawn (1)Retail POS Payment SolutionsCorporate/ Intersegment EliminationsConsolidated
Revenue:
Retail merchandise sales$1,046,258$584,129$40,767$$(2,744)(2)$1,668,410
Pawn loan fees555,035254,06144,640853,736
Leased merchandise income559,028559,028
Interest and fees on finance receivables311,189311,189
Wholesale scrap jewelry sales152,08951,33459,167262,590
Other revenue6,0906,090
Total revenue1,753,382889,524150,664870,217(2,744)3,661,043
Cost of revenue:
Cost of retail merchandise sold601,943378,53829,125(1,458)(2)1,008,148
Depreciation of leased merchandise320,106(985)(2)319,121
Provision for lease losses120,701(339)(2)120,362
Provision for loan losses162,706162,706
Cost of wholesale scrap jewelry sold129,92643,72535,034208,685
Other cost of revenue1,4141,414
Total cost of revenue731,869422,26365,573603,513(2,782)1,820,436
Net revenue1,021,513467,26185,091266,704381,840,607
Expenses and other income:
Operating expenses536,552272,06030,32994,788933,729
Administrative expenses232,844232,844
Depreciation and amortization32,39317,7552,2762,79056,592111,806
Interest expense121,293121,293
Interest income(2,935)(2,935)
Gain on foreign exchange(2,178)(2,178)
Merger and acquisition expenses14,36914,369
Other income, net(15,884)(15,884)
Total expenses and other income568,945289,81532,60597,578404,1011,393,044
Income (loss) before income taxes$452,568$177,446$52,486$169,126$(404,063)$447,563

(1)Reflects the operations of H&T for the period August 14, 2025 to December 31, 2025 as a result of the completion of the H&T Acquisition on August 14, 2025.

(2)Represents the elimination of intersegment transactions related to the Company offering AFF’s LTO payment solution in its U.S. pawn stores.

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Year Ended December 31, 2024
U.S. PawnLatin America PawnU.K.PawnRetail POS Payment SolutionsCorporate/ Intersegment EliminationsConsolidated
Revenue:
Retail merchandise sales$969,371$541,787$$$(4,062)(1)$1,507,096
Pawn loan fees505,262231,864737,126
Leased merchandise income766,241766,241
Interest and fees on finance receivables245,891245,891
Wholesale scrap jewelry sales93,92338,237132,160
Total revenue1,568,556811,8881,012,132(4,062)3,388,514
Cost of revenue:
Cost of retail merchandise sold560,970350,906(2,191)(1)909,685
Depreciation of leased merchandise434,915(1,609)(1)433,306
Provision for lease losses163,937(542)(1)163,395
Provision for loan losses143,827143,827
Cost of wholesale scrap jewelry sold77,68331,086108,769
Total cost of revenue638,653381,992742,679(4,342)1,758,982
Net revenue929,903429,896269,4532801,629,532
Expenses and other income:
Operating expenses503,630259,307138,041900,978
Administrative expenses177,978177,978
Depreciation and amortization28,98020,3692,78352,809104,941
Interest expense105,226105,226
Interest income(1,935)(1,935)
Loss on foreign exchange2,6412,641
Merger and acquisition expenses2,2282,228
Other income, net(5,301)(5,301)
Total expenses and other income532,610279,676140,824333,6461,286,756
Income (loss) before income taxes$397,293$150,220$$128,629$(333,366)$342,776

(1)Represents the elimination of intersegment transactions related to the Company offering AFF’s LTO payment solution in its U.S. pawn stores.

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The following tables detail earning assets, which consist of pawn loans and inventories as well as other earning asset metrics of the pawn segments, as of December 31, 2025 as compared to December 31, 2024 (dollars in thousands, except as otherwise noted):

As of December 31, 2025
U.S.PawnLatin AmericaPawnU.K.PawnTotal Pawn
Earning assets:
Pawn loans$450,516$167,438$213,543$831,497
Inventories286,102129,26971,861487,232
$736,618$296,707$285,404$1,318,729
Average outstanding pawn loan amount (in ones)$312$112$825$259
Composition of pawn collateral:
Jewelry73%48%98%75%
General merchandise27%52%2%25%
100%100%100%100%
Composition of inventories:
Jewelry62%43%99%62%
General merchandise38%57%1%38%
100%100%100%100%
Percentage of inventory aged greater than one year1.8%1.4%13.3%3.4%
Inventory turns (trailing twelve months cost of merchandise sales divided by average inventories)2.8 times4.0 times2.5 times3.1 times
Store count1,2071,8372863,330
Average store count1,1971,8311193,147
As of December 31, 2024
U.S.PawnLatin AmericaPawnU.K.PawnTotal Pawn
Earning assets:
Pawn loans$396,667$121,200$$517,867
Inventories245,49289,088334,580
$642,159$210,288$$852,447
Average outstanding pawn loan amount (in ones)$283$87$$185
Composition of pawn collateral:
Jewelry72%42%%65%
General merchandise28%58%%35%
100%100%%100%
Composition of inventories:
Jewelry59%35%%52%
General merchandise41%65%%48%
100%100%%100%
Percentage of inventory aged greater than one year1.5%1.4%%1.4%
Inventory turns (trailing twelve months cost of merchandise sales divided by average inventories)2.8 times4.2 times3.2 times
Store count1,2001,8263,026
Average store count1,1951,8213,016

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U.S. Pawn Segment

Retail Merchandise Sales Operations

U.S. retail merchandise sales increased 8% to $1,046.3 million during 2025 compared to $969.4 million for 2024. Same-store retail sales increased 6% during 2025 compared to 2024. The increase in total and same-store retail sales was primarily due to continued strong demand for value priced merchandise and increased inventory levels during 2025 compared to 2024. The gross profit margin on retail merchandise sales in the U.S. was 42% during both 2025 and 2024.

U.S. inventories increased 17% to $286.1 million at December 31, 2025 compared to $245.5 million at December 31, 2024. The increase was primarily due to increases in pawn loan receivable balances creating more forfeited inventory. Inventories aged greater than one year in the U.S. were 1.8% at December 31, 2025 compared to 1.5% at December 31, 2024.

Pawn Lending Operations

U.S. pawn loan receivables as of December 31, 2025 increased 14% in total and 12% on a same-store basis compared to December 31, 2024. The Company believes the increase in same-store pawn receivables was primarily due to continued strong customer demand from a combination of more customer transactions and larger loan amounts requested by the Company’s customers.

U.S. pawn loan fees increased 10% to $555.0 million during 2025 compared to $505.3 million for 2024. Same-store pawn loan fees increased 9% during 2025 compared to 2024. The increase in total and same-store pawn loan fees was primarily due to higher pawn loan balances.

Segment Expenses

U.S. store operating expenses increased 7% to $536.6 million during 2025 compared to $503.6 million during 2024 while same-store operating expenses increased 6% compared with the prior year. The increase in operating expenses was primarily due to increased labor and variable compensation expenses.

Segment Pre-Tax Operating Income

The U.S. segment pre-tax operating income for 2025 was $452.6 million, which generated a pre-tax segment operating margin of 26% compared to $397.3 million and 25% in the prior year, respectively. The increase in the segment pre-tax operating income and margin reflected increased net revenue, partially offset by an increase in segment expenses.

Latin America Pawn Segment

Latin America pawn segment pre-tax operating income for 2025 compared to 2024 was impacted by a 5% unfavorable change in the average value of the Mexican peso compared to the U.S. dollar. The translated value of Latin American earning assets as of December 31, 2025 compared to December 31, 2024 benefited from a 11% favorable change in the end-of-period Mexican peso compared to the U.S. dollar. Constant currency results are non-GAAP financial measures, which exclude the effects of foreign currency translation and are calculated by translating current-year results at prior-year average exchange rates. See the “Constant Currency Results” section in “Non-GAAP Financial Information” below for additional discussion of constant currency operating results.

Retail Merchandise Sales Operations

Latin America retail merchandise sales increased 8% (13% on a constant currency basis) to $584.1 million during 2025 compared to $541.8 million for 2024. Same-store retail sales increased 7% (12% on a constant currency basis) during 2025 compared to 2024. The increase in total and same-store retail sales was primarily due to strong demand for value priced merchandise and increased inventory levels during 2025 compared to 2024. The gross profit margin on retail merchandise sales was 35% during both 2025 and 2024.

Latin America inventories increased 45% (29% increase on a constant currency basis) to $129.3 million at December 31, 2025 compared to $89.1 million at December 31, 2024. The increase in constant currency inventories was primarily due to increases in pawn loan receivable balances over the past several quarters creating more forfeited inventory and a slightly increased mix of higher value jewelry inventory. Inventories aged greater than one year in Latin America were 1.4% at both December 31, 2025 and 2024.

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Pawn Lending Operations

Latin America pawn loan receivables increased 38% (23% increase on a constant currency basis) as of December 31, 2025 compared to December 31, 2024. On a same-store basis, pawn loan receivables also increased 38% (23% increase on a constant currency basis) as of December 31, 2025 compared to December 31, 2024. The increase in constant currency total and same-store pawn receivables is primarily due to increasing demand for pawn loans and larger loan sizes, driven in part by higher gold prices and a slightly increased mix of higher value jewelry loans.

Latin America pawn loan fees increased 10% (15% on a constant currency basis) to $254.1 million during 2025 compared to $231.9 million for 2024. Same-store pawn loan fees increased 9% (14% on a constant currency basis) during 2025 compared to 2024. The constant currency increase in total and same-store pawn loan fees was primarily due to increased constant currency pawn receivables.

Segment Expenses

Operating expenses increased 5% (10% on a constant currency basis) to $272.1 million during 2025 compared to $259.3 million during 2024. Same-store operating expenses also increased 5% (10% on a constant currency basis) compared to the prior year. The constant currency increase in total and same-store operating expenses was primarily driven by general inflationary impacts and continued increases in the federally mandated minimum wage.

Segment Pre-Tax Operating Income

The segment pre-tax operating income for 2025 was $177.4 million, which generated a pre-tax segment operating margin of 20% compared to $150.2 million and 19% in the prior year, respectively. The increase in the segment pre-tax operating income and margin reflected the increase in net revenue, partially offset by an increase in operating expenses.

U.K. Pawn Segment

The segment contribution reflects the results of operations of H&T for the period August 14, 2025 to December 31, 2025 as a result of the completion of the H&T Acquisition on August 14, 2025. See Note 3 of Notes to Consolidated Financial Statements for additional information about the H&T Acquisition.

The U.K. pawn segment contributed $150.7 million in revenue and $52.5 million in pre-tax segment operating income for 2025. The resulting pre-tax segment operating margin was 35%.

U.K. pawn loan receivables were $213.5 million and inventories were $71.9 million as of December 31, 2025.

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Retail POS Payment Solutions Segment

The following table details retail POS payment solutions gross transaction volumes originated during the year ended December 31, 2025 as compared to the year ended December 31, 2024 (dollars in thousands):

Year Ended December 31,
20252024
Leased merchandise$435,750$568,635
Finance receivables (1)586,115510,231
Total gross transaction volume$1,021,865$1,078,866

(1)    For the year ended December 31, 2025 includes $32.6 million of OBS Loans the Company began offering during the third quarter of 2025.

The following table details retail POS payment solutions earning assets as of December 31, 2025 as compared to December 31, 2024 (dollars in thousands):

As of December 31,
20252024
Leased merchandise, net:
Leased merchandise, before allowance for lease losses$179,396$209,333
Less allowance for lease losses(64,916)(80,661)
Leased merchandise, net (1)$114,480$128,672
Finance receivables, net:
Finance receivables, before allowance for loan losses$256,600$264,506
Less allowance for loan losses(106,326)(117,005)
Finance receivables, net$150,274$147,501

(1)Includes $0.2 million of intersegment transactions as of both December 31, 2025 and 2024, respectively, related to the Company offering AFF’s LTO payment solution in its U.S. pawn stores that are eliminated upon consolidation.

The following table details the changes in the allowance for lease and loan losses and other portfolio metrics during the year ended December 31, 2025 as compared to the year ended December 31, 2024 (dollars in thousands):

Year ended December 31,
20252024
Leased merchandise portfolio metrics:
Provision rate (1)27.7%28.8%
Average monthly net charge-off rate (2)5.9%6.3%
Delinquency rate (3)23.5%24.4%
Finance receivables portfolio metrics:
Provision rate (1)27.8%28.2%
Average monthly net charge-off rate (2)5.1%4.3%
Delinquency rate (3)21.2%20.0%

(1)Calculated as provision for lease or loan losses as a percentage of the respective gross transaction volume originated.

(2)Calculated as charge-offs, net of recoveries, as a percentage of the respective average earning asset balance before allowance for lease or loan losses.

(3)Calculated as the percentage of the respective contractual earning asset balance owed that is 1 to 89 days past due (the Company charges off leases and finance receivables when they are 90 days or more contractually past due).

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LTO Operations

Leased merchandise, before allowance for lease losses, decreased 14% as of December 31, 2025 compared to December 31, 2024. The decrease was primarily due to decreased gross transaction volumes originated resulting from the bankruptcy filings in late 2024 for two of AFF’s larger retail furniture merchant partners, A-Freight and Conn’s.

The allowance for lease losses decreased 20% to $64.9 million as of December 31, 2025 compared to $80.7 million as of December 31, 2024, which was primarily due to the decrease in leased merchandise and lower lease loss provisioning rates used during 2025 as compared to 2024. As a percentage of lease merchandise, the allowance was 36% at December 31, 2025 and 39% at December 31, 2024.

Leased merchandise income decreased 27% to $559.0 million during 2025 compared to $766.2 million during 2024, which was primarily due to lower average leased merchandise balances outstanding during 2025 compared to 2024.

Depreciation of leased merchandise decreased 26% to $320.1 million during 2025 compared to $434.9 million during 2024, primarily due to the decrease in leased merchandise balances outstanding. As a percentage of leased merchandise income, depreciation of leased merchandise was 57% during both 2025 and 2024.

Provision for lease losses decreased 26% to $120.7 million during 2025 compared to $163.9 million during 2024, which was primarily due to the 23% decrease in gross transaction volumes. As a percentage of gross transaction volume, the provision for lease losses decreased to 27.7% during 2025 compared to 28.8% during 2024.

Retail Finance and Lending Operations

Finance receivables, before allowance for loan losses, decreased 3% as of December 31, 2025 compared to December 31, 2024. The decrease was primarily due to decreased gross transaction volumes in the later part of 2025 compared to the later part of 2024, in part as a result of shifting a portion of transaction volume to OBS Loans beginning in the third quarter of 2025.

The allowance for loan losses decreased 9% to $106.3 million as of December 31, 2025 compared to $117.0 million as of December 31, 2024, which was primarily due to the decrease in finance receivables and lower loan loss provisioning rates used during 2025 as compared to 2024. As a percentage of finance receivables, the allowance was 41% at December 31, 2025 compared to 44% at December 31, 2024.

Interest and fees on finance receivables increased 27% to $311.2 million during 2025 compared to $245.9 million during 2024. The increase was primarily due to the higher average finance receivable balances outstanding during 2025 compared to 2024, partially offset by a slight decline in portfolio yield primarily as a result of AFF expanding its offerings and merchant relationships in certain services sector verticals, some of which are provided at lower interest rates.

Provision for loan losses increased 13% to $162.7 million during 2025 compared to $143.8 million during 2024, which was primarily due to the 15% increase in gross transaction volumes. As a percentage of gross transaction volume, the provision for loan losses decreased to 27.8% during 2025 compared to 28.2% during 2024.

Segment Expenses

Operating expenses decreased 31% to $94.8 million during 2025 compared to $138.0 million during 2024. The decrease was primarily due to the elimination of certain expenses associated with supporting the A-Freight and Conn’s relationships along with continued realization of operating synergies, primarily in technology and development infrastructure, coupled with other cost reduction initiatives. As a percentage of segment revenues, operating expenses decreased to 11% during 2025 from 14% during 2024.

Segment Pre-Tax Operating Income

The retail POS payment solutions segment pre-tax operating income during 2025 was $169.1 million, which generated a pre-tax segment operating margin of 19% compared to $128.6 million and 13% in the prior year, respectively. The increase in the segment pre-tax operating income and margin was primarily the result of the decrease in operating expenses, partially offset by a decrease in segment net revenue.

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Corporate Expenses and Taxes

Administrative expenses increased 31% to $232.8 million during 2025 compared to $178.0 million during 2024, primarily due to the CFPB litigation settlement in 2025, the incremental administrative expenses of H&T since the acquisition date, increased variable compensation expense and general inflationary impacts, partially offset by a 5% change in the average value of the Mexican peso resulting in lower U.S. dollar translated administrative expenses in Latin America. As a percentage of revenue, administrative expenses increased to 6% during 2025 compared to 5% during 2024.

Depreciation and amortization increased 7% to $56.6 million during 2025 compared to $52.8 million during 2024, primarily due to the addition of depreciation and amortization expenses of H&T during 2025.

Interest expense increased 15% to $121.3 million during 2025 compared to $105.2 million for 2024, primarily due to increased outstanding long-term debt balances associated with 2025 acquisition activity. See Note 11 of Notes to Consolidated Financial Statements and “Liquidity and Capital Resources.”

Merger and acquisition expenses increased 545% to $14.4 million during 2025 compared to $2.2 million during 2024. The increase was due primarily to expenses associated with the H&T Acquisition.

Consolidated effective income tax rates for 2025 and 2024 were 26.2% and 24.5%, respectively. The increase in the effective tax rate was primarily due to certain non-deductible expenses incurred in 2025 related to the settlement of the CFPB lawsuit and certain acquisition costs associated with the H&T Acquisition. See Note 12 of Notes to Consolidated Financial Statements.

Liquidity and Capital Resources

Material Capital Requirements

The Company’s primary capital requirements include:

•Expansion of pawn operations through growth of pawn receivables and inventories in existing stores, new store openings, strategic acquisitions and purchases of underlying real estate at new and existing locations;

•Growth of earning assets in the retail POS payment solutions operations through transaction volumes generated from new and existing merchant partners; and

•Return of capital to shareholders through dividends and stock repurchases.

Other material capital requirements include operating expenses (see Note 4 of Notes to Consolidated Financial Statements regarding operating lease commitments), maintenance capital expenditures related to its facilities, technology platforms, general corporate operating activities, income tax payments and debt service, among others. The Company believes that net cash provided by operating activities and available and unused funds under its revolving credit facilities will be adequate to meet its liquidity and capital needs for these items over the next 12 months and also in the longer term beyond the next 12 months.

Expand Pawn Operations

The Company intends to continue expansion of its pawn operations through growth of pawn receivables and inventories in existing stores along with new store openings and acquisitions.

On August 14, 2025, the Company completed its previously announced acquisition of H&T, the leading pawn operator in the United Kingdom with 286 store locations. Under the terms of the H&T Acquisition, H&T shareholders received 650 pence per share in cash. The total equity value for the H&T Acquisition, including cash consideration for the shares, was £289.1 million ($392.4 million USD using the August 13, 2025 closing GBP/USD exchange rate of 1.36). H&T had outstanding indebtedness of £79.6 million as of August 14, 2025 ($108.0 million USD using the August 13, 2025 closing GBP/USD exchange rate of 1.36), which the Company assumed upon closing. The Company also incurred additional costs, expenses and fees for professional services, financing and other transaction and integration costs in connection with the H&T Acquisition and expects to continue to incur additional integration costs during 2026. The substantial majority of these costs will be non-recurring expenses relating to the H&T Acquisition. The Company financed the H&T Acquisition and other costs with available funds under the Credit Facility.

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During 2025, the Company also acquired 23 pawn stores in the U.S. for a cumulative purchase price of $106.3 million, net of cash acquired and subject to future post-closing adjustments. The Company evaluates potential acquisitions based upon growth potential, purchase price, available liquidity, strategic fit and quality of management personnel, among other factors. During 2025, the Company also opened 32 new locations in Latin America, two new stores in the U.S. and one new store in the U.K.

For 2026, the Company expects to continue adding store locations through new store openings and acquisitions. Future store openings and acquisitions are subject to the Company’s ability to identify acquisition opportunities and new location sites in markets with attractive demographics and favorable regulatory environments. The Company currently has no other contractual commitments for materially significant future acquisitions, business combinations or capital commitments.

Although viewed by management as a discretionary expenditure not required to operate its pawn stores, the Company may continue to strategically purchase real estate from its landlords at existing stores or in conjunction with pawn store acquisitions as opportunities arise at reasonable valuations. During 2025, the Company purchased the real estate at 43 store locations, primarily from landlords at existing stores, for a cumulative purchase price of $61.9 million. As of December 31, 2025, the Company owned the real estate at a total of 443 pawn locations, primarily in the U.S., along with its corporate headquarters building in Fort Worth, Texas.

Expand Retail POS Payment Solutions Operations

AFF expects to expand its business primarily by promoting and expanding relationships with both new and existing customers and retail merchant partners. In addition, AFF has made, and intends to continue to make, investments in its customer and merchant support operations and facilities, its technology platforms and its proprietary decisioning platforms and processes. In addition to utilizing cash flows generated from its own operations to fund expected 2026 growth, AFF has access to the additional sources of liquidity described below if needed to fund further expansion activities.

Return of Capital to Shareholders

During 2025, the Company paid quarterly cash dividends to its shareholders totaling $70.9 million. In January 2026, the Board declared a $0.42 per share first quarter cash dividend on common shares outstanding, or an aggregate of $18.5 million based on the December 31, 2025 share count, to be paid on February 27, 2026 to stockholders of record as of February 18, 2026. While the Company currently expects to continue the payment of quarterly cash dividends, the amount, declaration and payment of cash dividends in the future (quarterly or otherwise) will be made by the Board, from time to time, subject to the Company’s financial condition, results of operations, business requirements, compliance with legal requirements, debt covenant restrictions and other relevant factors.

In July 2023, the Board authorized a common stock repurchase program for up to $200.0 million of the Company’s outstanding common stock. During 2025, the Company repurchased a total of 912,000 shares of common stock at an aggregate cost of $115.0 million and an average cost per share of $126.03, which completed the share repurchase program authorized in July 2023. The Company incurred $1.2 million and $0.9 million of excise taxes during 2025 and 2024, respectively.

In October 2025, the Board authorized an additional common stock repurchase program for up to $150.0 million of the Company’s outstanding common stock, of which the entire $150.0 million is currently remaining. The Company intends to continue repurchases under its active share repurchase program, including through open market transactions under trading plans in accordance with Rule 10b5-1 and Rule 10b-18 under the Exchange Act subject to a variety of factors, including, but not limited to, the level of cash balances, liquidity needs, credit availability, debt covenant restrictions, general business and economic conditions, regulatory requirements, the market price of the Company’s stock, the Company’s dividend policy and the availability of alternative investment opportunities.

Sources of Liquidity

The Company regularly evaluates opportunities to optimize its capital structure, including through consideration of the issuance of debt or equity, to refinance existing debt and to enter into interest rate hedge transactions, such as interest rate swap agreements. As of December 31, 2025, the Company’s primary sources of liquidity were $125.2 million in cash and cash equivalents, $171.9 million of available and unused funds under the Company's revolving unsecured credit facilities and $6.1 million of available and unused funds under the Company’s revolving secured credit facility, subject to certain financial covenants (see Note 11 of Notes to Consolidated Financial Statements). The Company had working capital of $1,448.7 million as of December 31, 2025.

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The Company’s cash and cash equivalents as of December 31, 2025 included $43.8 million held by its foreign subsidiaries. These cash balances, which are primarily held in Mexican pesos and British pounds sterling, are associated with foreign earnings the Company has asserted are indefinitely reinvested and which the Company plans to use to support its continued growth plans outside the U.S. through funding of capital expenditures, acquisitions, operating expenses or other similar cash needs of the Company’s foreign operations.

The Company’s liquidity is affected by a number of factors, including changes in general customer traffic and demand, pawn loan balances, collection of pawn fees, merchandise sales, inventory levels, LTO merchandise, finance receivable balances, collection of lease and finance receivable payments, seasonality, operating expenses, administrative expenses, expenses related to merger and acquisition activities, litigation-related expenses, tax rates, gold prices, foreign currency exchange rates and the pace of new pawn store expansion and acquisitions. Additionally, a prolonged reduction in earnings and EBITDA could limit the Company’s future ability to fully borrow on its credit facilities under current leverage covenants. Regulatory developments affecting the Company’s operations may also impact profitability and liquidity. See “Item 1. Business—Governmental Regulation.”

If needed, the Company could seek to raise additional funds from a variety of sources, including, but not limited to, the sale of assets, reductions in operating expenses, capital expenditures and dividends, the forbearance or deferral of certain operating expenses, the issuance of debt or equity securities, utilizing other structured financing arrangements, the leveraging of currently unencumbered real estate owned by the Company and/or changes to its management of current assets. The characteristics of the Company’s current assets, specifically the ability to rapidly liquidate gold jewelry inventory, which accounts for 62% of total inventory, give the Company flexibility to quickly increase cash flow if necessary.

Cash Flows and Liquidity Metrics

The following tables set forth certain historical information with respect to the Company’s sources and uses of cash and other key indicators of liquidity (dollars in thousands):

Year Ended December 31,
202520242023
Cash flow provided by operating activities$585,942$539,958$416,142
Cash flow used in investing activities(828,045)(441,591)(462,332)
Cash flow provided by (used in) financing activities176,408(38,193)51,313
As of December 31,
202520242023
Working capital$1,448,654$1,064,344$971,009
Current ratio4.6:14.1:13.9:1

Cash Flow Provided by Operating Activities

Net cash provided by operating activities increased $46.0 million, or 9%, from $540.0 million for 2024 to $585.9 million for 2025 due to net changes in certain non-cash adjustments to reconcile net income to operating cash flow and net changes in other operating assets and liabilities (as detailed in the consolidated statements of cash flows) and an increase in net income of $71.6 million.

Cash Flow Used in Investing Activities

Net cash used in investing activities increased $386.5 million, or 88%, from $441.6 million during 2024 to $828.0 million during 2025. Cash flows from investing activities are utilized primarily to fund acquisitions, purchases of furniture, fixtures, equipment and improvements, which includes capital expenditures for improvements to existing pawn stores and for new pawn store openings and other corporate assets, and discretionary purchases of store real property. In addition, cash flows related to the funding of new pawn loans, net of cash repayments and recovery of principal through the sale of inventories acquired from forfeiture of pawn collateral and changes in net finance receivables, are included in investing activities. The Company paid $54.9 million for furniture, fixtures, equipment and improvements and $61.9 million for discretionary pawn store real property purchases during 2025 compared to $68.2 million and $86.1 million in 2024, respectively. The Company paid $475.1 million in cash related to pawn store acquisitions during 2025 compared to $76.0 million during 2024. The Company funded a net

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increase in pawn loans of $137.9 million during 2025 and $72.0 million during 2024. The Company funded a net increase in finance receivables of $98.3 million during 2025 and $139.3 million during 2024.

Cash Flow Provided by Financing Activities

Net cash used in financing activities decreased $214.6 million, or 562%, from net cash used in financing activities of $38.2 million during 2024 to net cash provided by financing activities of $176.4 million during 2025. Net borrowings on credit facilities were $368.9 million during 2025 compared to net payments of $370.0 million during 2024. During 2024, the Company received $500.0 million in proceeds from the private offering of senior unsecured notes which was used to repay a portion of the outstanding balance on the Credit Facility, after payment of fees and expenses related to the offering. The Company paid debt issuance costs of $10.4 million during 2024. The Company funded $115.8 million for share repurchases during 2025, compared to $85.0 million during 2024. The Company paid dividends of $70.9 million during 2025 compared to $65.8 million during 2024. In addition, the Company paid withholding taxes of $5.8 million on net share settlements of restricted stock awards during 2025 compared to $7.0 million during 2024.

Non-GAAP Financial Information

The Company uses certain financial calculations such as adjusted net income, adjusted diluted earnings per share, EBITDA, adjusted EBITDA, free cash flow, adjusted free cash flow and constant currency results as factors in the measurement and evaluation of the Company’s operating performance and period-over-period growth. The Company derives these financial calculations on the basis of methodologies other than GAAP, primarily by excluding from a comparable GAAP measure certain items the Company does not consider to be representative of its actual operating performance. These financial calculations are “non-GAAP financial measures” as defined under the SEC rules. The Company uses these non-GAAP financial measures in operating its business because management believes they are less susceptible to variances in actual operating performance that can result from the excluded items, other infrequent charges and currency fluctuations. The Company presents these financial measures to investors because management believes they are useful to investors in evaluating the primary factors that drive the Company’s core operating performance and provide greater transparency into the Company’s results of operations. However, items that are excluded and other adjustments and assumptions that are made in calculating these non-GAAP financial measures are significant components in understanding and assessing the Company’s financial performance. These non-GAAP financial measures should be evaluated in conjunction with, and are not a substitute for, the Company’s GAAP financial measures. Further, because these non-GAAP financial measures are not determined in accordance with GAAP, and are thus susceptible to varying calculations, the non-GAAP financial measures, as presented, may not be comparable to other similarly-titled measures of other companies.

The Company has adjusted the applicable financial calculations to exclude merger and acquisition expenses and amortization of acquired intangible assets, the CFPB litigation settlement and certain other income and expenses. The Company does not consider these items to be related to the organic operations of the Company’s businesses or its continuing operations and are generally not relevant to assessing or estimating the long-term performance of the Company. In addition, excluding these items allows for more accurate comparisons of the financial results to prior periods. Merger and acquisition expenses include incremental costs directly associated with merger and acquisition activities, including professional fees, legal expenses, severance, retention and other employee-related costs, contract breakage costs and costs related to the consolidation of technology systems and corporate facilities, among others.

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Adjusted Net Income and Adjusted Diluted Earnings Per Share

Management believes the presentation of adjusted net income and adjusted diluted earnings per share provides investors with greater transparency and provides a more complete understanding of the Company’s financial performance and prospects for the future by excluding items that management believes are non-operating in nature and are not representative of the Company’s core operating performance. In addition, management believes the adjustments shown below are useful to investors in order to allow them to compare the Company’s financial results for the current periods presented with the prior periods presented.

The following table provides a reconciliation between net income and diluted earnings per share, calculated in accordance with GAAP, to adjusted net income and adjusted diluted earnings per share, which are shown net of tax (unaudited, in thousands, except per share amounts):

Year Ended December 31,
202520242023202520242023
In ThousandsIn ThousandsIn ThousandsPer SharePer SharePer Share
Net income and diluted earnings per share, as reported$330,375$258,815$219,301$7.42$5.73$4.80
Adjustments, net of tax:
Merger and acquisition expenses12,2711,7066,0890.270.040.13
Purchase accounting and other adjustments41,05538,28954,3410.920.851.19
CFPB litigation settlement9,3900.21
Other (income) expense, net(2,949)3,870(2,857)(0.06)0.08(0.06)
Adjusted net income and diluted earnings per share$390,142$302,680$276,874$8.76$6.70$6.06

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Earnings Before Interest, Taxes, Depreciation and Amortization (EBITDA) and Adjusted EBITDA

The Company defines EBITDA as net income before income taxes, depreciation and amortization, interest expense and interest income and adjusted EBITDA as EBITDA adjusted for certain items, as listed below, that management considers to be non-operating in nature and not representative of its actual operating performance. The Company believes EBITDA and adjusted EBITDA are commonly used by investors to assess a company’s financial performance, and adjusted EBITDA is used as a starting point in the calculation of the consolidated total debt ratio as defined in the Company’s senior unsecured notes. The following table provides a reconciliation of net income to EBITDA and adjusted EBITDA (unaudited, in thousands):

Year Ended December 31,
202520242023
Net income$330,375$258,815$219,301
Income taxes117,18883,96173,548
Depreciation and amortization (1)111,806104,941109,161
Interest expense121,293105,22693,243
Interest income(2,935)(1,935)(1,469)
EBITDA677,727551,008493,784
Adjustments:
Merger and acquisition expenses14,3692,2287,922
Purchase accounting and other adjustments (2)13,968
CFPB litigation settlement11,000
Other (income) expense, net(4,707)5,201(3,942)
Adjusted EBITDA$698,389$558,437$511,732

(1)Includes $53.5 million, $49.7 million and $56.6 million of amortization expense related to identifiable intangible assets for 2025, 2024 and 2023, respectively.

(2)For 2023, amount represents other non-recurring costs included in administrative expenses related to a discontinued finance product.

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Free Cash Flow and Adjusted Free Cash Flow

For purposes of its internal liquidity assessments, the Company considers free cash flow and adjusted free cash flow. The Company defines free cash flow as cash flow from operating activities less purchases of furniture, fixtures, equipment and improvements and net fundings/repayments of pawn loan and finance receivables, which are considered to be operating in nature by the Company but are included in cash flow from investing activities. Adjusted free cash flow is defined as free cash flow adjusted for merger and acquisition expenses paid that management considers to be non-operating in nature.

Free cash flow and adjusted free cash flow are commonly used by investors as additional measures of cash, generated by business operations, that may be used to repay scheduled debt maturities and debt service or, following payment of such debt obligations and other non-discretionary items, that may be available to invest in future growth through new business development activities or acquisitions, repurchase stock, pay cash dividends or repay debt obligations prior to their maturities. These metrics can also be used to evaluate the Company’s ability to generate cash flow from business operations and the impact that this cash flow has on the Company’s liquidity. However, free cash flow and adjusted free cash flow have limitations as analytical tools and should not be considered in isolation or as a substitute for cash flow from operating activities or other income statement data prepared in accordance with GAAP. The following table reconciles cash flow from operating activities to free cash flow and adjusted free cash flow (unaudited, in thousands):

Year Ended December 31,
202520242023
Cash flow from operating activities$585,942$539,958$416,142
Cash flow from investing activities:
Pawn loans made(2,094,228)(1,720,158)(1,572,010)
Pawn loans repaid1,197,0381,003,752933,092
Recovery of pawn loan principal through sale of forfeited collateral759,333644,407603,940
Investments in finance receivables(440,576)(425,817)(363,789)
Proceeds from finance receivables342,272286,503248,347
Purchases of furniture, fixtures, equipment and improvements(54,906)(68,245)(60,148)
Free cash flow294,875260,400205,574
Merger and acquisition expenses paid, net of tax benefit12,2711,7066,089
Adjusted free cash flow$307,146$262,106$211,663

Constant Currency Results

The Company’s reporting currency is the U.S. dollar, however, certain performance metrics discussed in this report are presented on a “constant currency” basis, which is considered a non-GAAP financial measure. The Company’s management uses constant currency results to evaluate operating results of business operations in Latin America and the U.K., which are transacted in local currencies in Mexico, Guatemala, Colombia and the U.K. The Company also has operations in El Salvador, where the reporting and functional currency is the U.S. dollar.

The Company believes constant currency results provide valuable supplemental information regarding the underlying performance of its business operations in Latin America and the U.K., consistent with how the Company’s management evaluates such performance and operating results. Constant currency results reported herein are calculated by translating certain balance sheet and income statement items denominated in local currencies using the exchange rate from the prior-year comparable period, as opposed to the current comparable period, in order to exclude the effects of foreign currency rate fluctuations for purposes of evaluating period-over-period comparisons.

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The following table presents segment information for the Latin America pawn segment for the year ended December 31, 2025 using the exchange rate from the prior-year comparable periods (unaudited, in thousands):

Year Ended December 31, 2025
CurrencyConstant Currency
Exchange RateBasis
U.S. Dollar BasisFluctuations(Non-GAAP)
Revenue:
Retail merchandise sales$584,129$27,664$611,793
Pawn loan fees254,06112,057266,118
Wholesale scrap jewelry sales51,33451,334
Total revenue889,52439,721929,245
Cost of revenue:
Cost of retail merchandise sold378,53817,798396,336
Cost of wholesale scrap jewelry sold43,7252,12545,850
Total cost of revenue422,26319,923442,186
Net revenue467,26119,798487,059
Segment expenses:
Operating expenses272,06012,472284,532
Depreciation17,75578218,537
Total segment expenses289,81513,254303,069
Segment pre-tax operating income$177,446$6,544$183,990

The following table presents earning assets and average outstanding pawn loan amount for the Latin America pawn segment as of December 31, 2025 using the exchange rate from the prior-year comparable period (unaudited, in thousands, except as otherwise noted):

As of December 31, 2025
CurrencyConstant Currency
Exchange RateBasis
U.S. Dollar BasisFluctuations(Non-GAAP)
Earning assets:
Pawn loans$167,438$(17,990)$149,448
Inventories129,269(13,933)115,336
$296,707$(31,923)$264,784
Average outstanding pawn loan amount (in ones)$112$(12)$100

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The following table provides exchange rates for the Mexican peso, Guatemalan quetzal, Colombian peso and British pound sterling for the current and prior-year periods:

202520242023
Rate% Change Over Prior- Year Period Favorable / (Unfavorable)Rate% Change Over Prior- Year Period Favorable / (Unfavorable)Rate
U.S. dollar / Mexican peso exchange rate:
End-of-period18.011%20.3(20)%16.9
Twelve months ended19.2(5)%18.3(3)%17.8
U.S. dollar / Guatemalan quetzal exchange rate:
End-of-period7.7%7.71%7.8
Twelve months ended7.71%7.8%7.8
U.S. dollar / Colombian peso exchange rate:
End-of-period3,75715%4,409(15)%3,822
Twelve months ended4,053%4,0716%4,328
British pound sterling / U.S. dollar exchange rate:
End-of-period1.358%1.25(2)%1.27
Twelve months ended1.323%1.283%1.24

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Off-Balance Sheet Arrangements

During the third quarter of 2025, the Company began assisting certain customers in applying for an OBS Loan that is underwritten and fully retained by a bank partner. After origination of the OBS Loan by the bank, the Company assumes responsibility for servicing the loan on behalf of the bank for the remaining term of the loan. The Company does not purchase the loan or the rights to a portion of the cash flows of the loan from the bank. As such, these loans are not reflected on the Company’s balance sheet as a finance receivable. As of December 31, 2025, the outstanding amount of OBS Loans originated and held by the bank was $28.1 million.

The Company receives certain servicing and other fees associated with performing OBS Loans from the bank, which are included in interest and fees on finance receivables in the accompanying consolidated statements of income. However, if an OBS Loan becomes 90 days contractually past due, the Company is obligated to reimburse the bank for the outstanding principal amount plus accrued interest. This obligation constitutes an off-balance sheet credit exposure for which the Company is required to recognize, upon inception of the obligation, a liability for the expected lifetime losses. As of December 31, 2025, a liability of $13.8 million was included in accrued liabilities in the accompanying consolidated balance sheets.

The liability for off-balance sheet credit exposure is maintained at a level considered appropriate to cover expected lifetime losses of the off-balance sheet credit exposure, and the appropriateness of the liability is evaluated at each period end. For further detail, see the “Off-balance sheet installment loans” section in Note 2 of Notes to Consolidated Financial Statements.

Effects of Inflation

While the impacts of inflation have been widely reported and may be ongoing into the foreseeable future, the Company does not believe inflation had a material effect on the Company’s overall results of operations in 2025. Depending on the severity and persistence of these inflationary pressures, the Company could see a negative impact on its customers’ ability to pay for its goods and services, including an impact on the collectability of its accounts receivable, which could result in increased charge-offs of AFF’s finance receivables and leased merchandise. The Company could also see increases in wages and other operating costs. Furthermore, inflation could also weaken sales at AFF’s merchant partners, negatively impacting AFF’s originations.

However, inflationary economic environments could also benefit the Company by increasing customer demand for value-priced products, lending services in its pawn stores and demand for POS payment solutions provided by AFF.

Seasonality

The Company’s business is subject to seasonal variations, and operating results for each quarter and year-to-date periods are not necessarily indicative of the results of operations for the full year. Typically, the Company experiences seasonal growth of pawn service fees in the third and fourth quarter of each year due to pawn loan balance growth. Pawn service fees generally decline in the first and second quarter of each year after the typical repayment period of pawn loans due to statutory bonuses received by customers in the fourth quarter in Mexico and with tax refund proceeds received by customers in the first quarter in the U.S. In addition, AFF customers generally exercise the early buyout option on their existing lease or finance receivable more frequently during the first quarter due to tax refund proceeds. Retail sales are seasonally higher in the fourth quarter as a result of holiday shopping and, to a lesser extent, in the first quarter due to the disbursement of tax refunds in the U.S.

Recent Accounting Pronouncements

See discussion in Note 2 of Notes to Consolidated Financial Statements.

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MD&A history

Prior-year 10-K MD&A spans are extracted from SEC filings with the same bounded parser used for the latest filing. The latest 10-K appears above; prior years are below.

FY 2024 10-K MD&A

SEC filing source: 0000840489-25-000032.

Extracted structurally from real Item 7 body heading to real Item 7A/8 boundary. Confidence: high. Filing date: 2025-02-03. Report date: 2024-12-31.

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

General

The Company’s primary business line is the operation of retail pawn stores, also known as “pawnshops,” which focus on serving cash- and credit-constrained consumers. The Company is the leading operator of pawn stores in the U.S. and Latin America. Pawn stores help customers meet small short-term cash needs by providing non-recourse pawn loans and buying merchandise directly from customers. Personal property, such as jewelry, electronics, tools, appliances, sporting goods and musical instruments, is pledged and held as collateral for the pawn loans over the typical 30-day term of the loan. Pawn stores also generate retail sales primarily from the merchandise acquired through collateral forfeitures and over-the-counter purchases from customers.

The Company is also a leading provider of technology-driven, retail POS payment solutions focused on serving credit-constrained consumers. The Company’s retail POS payment solutions business line consists solely of the operations of AFF, which focuses on LTO products and facilitating other retail financing payment options across a large network of traditional and e-commerce merchant partners in the U.S. and Puerto Rico. AFF’s retail partners provide consumer goods and services to their customers and use AFF’s LTO and retail finance solutions to facilitate payments on such transactions.

The Company’s two business lines are organized into three reportable segments. The U.S. pawn segment consists of pawn operations in the U.S. while the Latin America pawn segment consists of pawn operations in Mexico, Guatemala, El Salvador and Colombia. The retail POS payment solutions segment consists of the operations of AFF in the U.S. and Puerto Rico. Financial information regarding the Company’s revenue and long-lived assets by geographic area is provided in Note 17 of Notes to Consolidated Financial Statements.

Critical Accounting Estimates

The preparation of financial statements in conformity with accounting principles generally accepted in the United States of America (“GAAP”) requires management to make estimates, assumptions and judgments that affect the reported amounts of assets and liabilities, related revenue and expenses, and disclosure of gain and loss contingencies at the date of the financial statements. Such estimates, assumptions and judgments are subject to a number of risks and uncertainties, which may cause actual results to differ materially from the Company’s estimates.

The critical accounting policies and estimates that could have a significant impact on the Company’s results of operations are described in Note 2 of Notes to Consolidated Financial Statements. The Company believes the following critical accounting policies describe the more significant judgments and estimates used in the preparation of its consolidated financial statements.

Pawn loans and revenue recognition — Pawn loans are secured by the customer’s pledge of tangible personal property, which the Company holds during the term of the loan. If a pawn loan defaults, the Company relies on the sale of the pawned property to recover the principal amount of an unpaid pawn loan, plus a yield on the investment, as the Company’s pawn loans are non-recourse against the customer. The Company accrues pawn loan fee revenue on a constant-yield basis over the life of the pawn loan for all pawns for which the Company deems collection to be probable based on historical pawn redemption statistics, which is included in accounts receivable, net in the accompanying consolidated balance sheets. If the pawn loan is not repaid prior to the expiration of the pawn loan term, including any extension or grace period, if applicable, the principal amount loaned becomes the inventory carrying value of the forfeited collateral, which is typically recovered through sales of the forfeited items at prices well above the carrying value. The Company has determined no allowance related to credit losses on pawn loans is required, as the fair value of the pledged collateral is significantly in excess of the pawn loan amount.

Leased merchandise and revenue recognition — The Company provides merchandise, consisting primarily of furniture and mattresses, appliances, jewelry, electronics and automotive products, to customers of its merchant partners for lease under certain terms agreed to by the customer. The customer has the right to acquire the title either through an early buyout option or through payment of all required lease payments. The Company maintains ownership of the leased merchandise until all payment obligations are satisfied under the lease agreement. The customer has the right to cancel the lease at any time by returning the merchandise. Leased merchandise contracts can typically be renewed for weekly, bi-weekly, semi-monthly, and monthly renewal periods and are generally renewed for between six and 24 months. Leased merchandise is stated at depreciated cost. The Company depreciates leased merchandise over the life of the lease and assumes no salvage value. Depreciation is accelerated upon an early buyout. All of the Company’s leased merchandise represents on-lease merchandise and all leases are operating leases.

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Lease income is recognized over the lease term and is recorded net of any sales taxes collected. Charges for late fees and insufficient fund fees are recognized as income when collected. Initial direct costs related to the Companyʼs lease agreements are added to the basis of the leased property and recognized over the lease term in proportion to the recognition of lease income. The Company typically charges the customer a non-refundable processing fee at lease inception and may also receive a discount from or pay a premium to certain merchant partners for leases originated at their locations, which are deferred and amortized using the straight-line method as adjustments to lease income over the contractual life of the related leased merchandise. Unamortized fees, discounts and premiums are recognized in full upon early buyout or charge-off.

The Company accrues lease income earned but not yet collected as accrued rent receivable, which is included in accounts receivable, net in the accompanying consolidated balance sheets. Alternatively, lease payments received in excess of the amount earned are recognized as deferred revenue, which is included in customer deposits and prepayments in the accompanying consolidated balance sheets. Customer payments are first applied to applicable sales tax and scheduled lease payments, then applied to any uncollected fees, such as late fees and insufficient fund fees. The Company collects sales taxes on behalf of the customer and remits all applicable sales taxes collected to the respective jurisdiction.

Provision for lease losses — The Company records a provision for lease losses on an allowance method, which estimates the leased merchandise losses incurred but not yet identified by management as of the end of the accounting period. The allowance for lease losses is based primarily upon historical loss experience, with consideration given to recent and forecasted business trends including, but not limited to, loss trends, delinquency levels, economic conditions, underwriting and collection practices.

The Company charges off leased merchandise when a lease is 90 days or more contractually past due. If an account is deemed to be uncollectible prior to this date, the Company will charge off the leased merchandise at the point in time it is deemed uncollectible.

Finance receivables and revenue recognition — The Company purchases and services retail finance receivables, the term of which typically range from six to 24 months, directly from its merchant partners or from its bank partner. The Company has a partnership with a Utah state-chartered bank that requires the Company to purchase the rights to the cash flows associated with finance receivables marketed to retail consumers on the bank’s behalf. The bank establishes the underwriting criteria for the finance receivables originated by the bank.

Interest income is recognized using the interest method over the life of the finance receivable for all loans for which the Company deems collection to be probable based on historical loan redemption statistics and stops accruing interest upon charge-off. Charges for late fees and insufficient fund fees are recognized as income when collected. The Company receives an origination fee on newly purchased bank loans and may receive a discount from or pay a premium to certain merchant partners for finance receivables purchased from them, which are deferred and amortized using the interest method as adjustments to yield over the contractual life of the related finance receivable. Unamortized origination fees, discounts and premiums are recognized in full upon early payoff or charge-off.

The Company offers customers an early payoff discount on most of its finance receivables, whereby the customer has between 90 and 101 days to pay the full principal balance without incurring any interest charge. If the borrower does not pay the full principal balance prior to the expiration of the early payoff discount period, interest charges are applied retroactively to the inception date of the loan. The Company accrues interest income during the early payoff discount period but records a reserve for loans expected to pay the full principal balance prior to the expiration of the early payoff discount period based on historical payment patterns.

Provision for loan losses — Expected lifetime losses on finance receivables are recognized upon loan purchase, which requires the Company to make its best estimate of probable lifetime losses at the time of purchase. The Company segments its finance receivable portfolio into pools of receivables with similar risk characteristics, which include loan product and monthly origination vintage, and evaluates each pool for impairment.

The Company calculates the allowance for loan losses based on historical loss information and incorporates observable and forecasted economic conditions over a reasonable and supportable forecast period covering the full contractual life of finance receivables. Incorporating observable and forecasted economic conditions could have a material impact on the measurement of the allowance to the extent that forecasted economic conditions change significantly. The Company may also consider other qualitative factors to address recent and forecasted business trends in estimating the allowance, as necessary, including, but not limited to, loss trends, delinquency levels, economic conditions, underwriting and collection practices. The allowance for loan losses is maintained at a level considered appropriate to cover expected lifetime losses on the finance receivable portfolio, and the appropriateness of the allowance is evaluated at each period end.

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The Company charges off finance receivables when a receivable is 90 days or more contractually past due. If an account is deemed to be uncollectible prior to this date, the Company will charge off the finance receivable at the point in time it is deemed uncollectible.

Business combinations — Business combination accounting requires the Company to determine the fair value of all assets acquired, including identifiable intangible assets, liabilities assumed and contingent consideration issued in a business combination. The total consideration of the acquisition is allocated to the assets and liabilities in amounts equal to the estimated fair value of each asset and liability as of the acquisition date, and any remaining acquisition consideration is classified as goodwill. This allocation process requires extensive use of estimates and assumptions. When appropriate, the Company utilizes independent valuation experts to advise and assist in determining the fair value of the assets acquired and liabilities assumed in connection with a business acquisition, in determining appropriate amortization methods and periods for identified intangible assets and in determining the fair value of contingent consideration, which is reviewed at each subsequent reporting period with changes in the fair value of the contingent consideration recognized in the consolidated statement of income. See Note 3 of Notes to Consolidated Financial Statements.

Goodwill and other indefinite-lived intangible assets — Goodwill represents the excess of the purchase price over the fair value of the net assets acquired in each business combination. The Company performs its goodwill impairment assessment annually as of October 1, and between annual assessments if an event occurs or circumstances change that would more likely than not reduce the fair value of a reporting unit below its carrying amount. The Company’s reporting units, which are tested for impairment, are U.S. pawn, Latin America pawn and retail POS payment solutions. The Company may assess goodwill for impairment at a reporting unit level by first assessing a range of qualitative factors, including, but not limited to, macroeconomic conditions, industry conditions, the competitive environment, changes in the market for the Company’s products and services, regulatory and political developments, entity specific factors, such as strategy and changes in key personnel, and overall financial performance. If, after completing this assessment, it is determined that it is more likely than not that the fair value of a reporting unit is less than its carrying value, the Company proceeds to the quantitative impairment testing methodology, or at the Company’s option, it may proceed directly to the quantitative impairment testing methodology for a reporting unit. See Note 14 of Notes to Consolidated Financial Statements.

The Company’s other material, indefinite-lived intangible assets consist of certain trade names and pawn licenses. The Company performs its indefinite-lived intangible asset impairment assessment annually as of December 31, and between annual assessments if an event occurs or circumstances change that would more likely than not reduce the fair value of an indefinite-lived intangible asset below its carrying amount. See Note 14 of Notes to Consolidated Financial Statements.

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Results of Operations

2024 Consolidated Operating Results Highlights

The following table sets forth revenue, net income, diluted earnings per share, adjusted net income, adjusted diluted earnings per share, EBITDA and adjusted EBITDA for the year ended December 31, 2024 as compared to the year ended December 31, 2023 (in thousands, except per share amounts):

Year Ended December 31,
As Reported (GAAP)Adjusted (Non-GAAP)
2024202320242023
Revenue$3,388,514$3,151,796$3,388,514$3,151,796
Net income$258,815$219,301$302,680$276,874
Diluted earnings per share$5.73$4.80$6.70$6.06
EBITDA (non-GAAP measure)$551,008$493,784$558,437$511,732
Weighted-average diluted shares45,16845,69345,16845,693

See “Non-GAAP Financial Information—Adjusted Net Income and Adjusted Diluted Earnings Per Share and —Earnings Before Interest, Taxes, Depreciation and Amortization (EBITDA) and Adjusted EBITDA” below.

The following charts present net income, adjusted net income, diluted earnings per share, adjusted diluted earnings per share, EBITDA, adjusted EBITDA, revenue and adjusted revenue for the years ended December 31, 2024, 2023 and 2022 (in millions, except per share amounts):

* Non-GAAP financial measures. See “Non-GAAP Financial Information” for additional discussion of non-GAAP financial measures.

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Operating Results for the Twelve Months Ended December 31, 2024 Compared to the Twelve Months Ended December 31, 2023

The following tables and related discussion set forth key operating and financial data for the Company’s operations by reporting segment as of and for the years ended December 31, 2024 and 2023. For similar operating and financial data and discussion of the Company’s 2023 results compared to its 2022 results, refer to Item 7, “Management’s Discussion and Analysis of Financial Condition and Results of Operations” under Part II of the Company’s Annual Report on Form 10-K for the year ended December 31, 2023, which was filed with the SEC on February 5, 2024.

Stores included in the same-store calculations presented in the U.S. pawn segment and Latin America pawn segment sections below are those stores that were opened or acquired prior to the beginning of the prior-year comparative period and remained open through the end of the reporting period. Also included are stores that were relocated during the applicable period within a specified distance and are serving the same market, where there is not a significant change in store size, and where there is not a significant overlap or gap in timing between the opening of the new store and the closing of the existing store.

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U.S. Pawn Segment

The following table presents segment pre-tax operating income and other operating metrics of the U.S. pawn segment for the year ended December 31, 2024 compared to the year ended December 31, 2023 (dollars in thousands). Operating expenses include salary and benefit expense of pawn store-level employees, occupancy costs, bank charges, security, insurance, utilities, supplies and other costs incurred by the pawn stores.

Year Ended
December 31,
20242023Increase
U.S. Pawn Segment
Revenue:
Retail merchandise sales (1)$969,371$854,19013%
Pawn loan fees505,262435,76216%
Wholesale scrap jewelry sales93,92378,57120%
Total revenue1,568,5561,368,52315%
Cost of revenue:
Cost of retail merchandise sold (2)560,970490,54414%
Cost of wholesale scrap jewelry sold77,68364,54520%
Total cost of revenue638,653555,08915%
Net revenue929,903813,43414%
Segment expenses:
Operating expenses503,630451,54312%
Depreciation and amortization28,98025,58513%
Total segment expenses532,610477,12812%
Segment pre-tax operating income$397,293$336,30618%
Operating metrics:
Retail merchandise sales margin42%43%
Net revenue margin59%59%
Segment pre-tax operating margin25%25%

(1)Includes $4.1 million and $6.5 million of retail merchandise sales from intersegment transactions during 2024 and 2023, respectively, related to the Company offering AFF’s LTO payment solution in its U.S. pawn stores that are eliminated upon consolidation. Excluding these intersegment sales, consolidated U.S. retail merchandise sales during 2024 and 2023 totaled $965.3 million and $847.7 million, respectively.

(2)Includes $2.2 million and $3.5 million of cost of retail merchandise sold from intersegment transactions during 2024 and 2023, respectively, related to the Company offering AFF’s LTO payment solution in its U.S. pawn stores that are eliminated upon consolidation. Excluding these intersegment sales, consolidated U.S. cost of retail merchandise sold during 2024 and 2023 totaled $558.8 million and $487.1 million, respectively.

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The following table details earning assets, which consist of pawn loans and inventories as well as other earning asset metrics of the U.S. pawn segment, as of December 31, 2024 as compared to December 31, 2023 (dollars in thousands, except as otherwise noted):

As of December 31,
20242023Increase
U.S. Pawn Segment
Earning assets:
Pawn loans$396,667$344,15215%
Inventories245,492221,84311%
$642,159$565,99513%
Average outstanding pawn loan amount (in ones)$283$25810%
Composition of pawn collateral:
General merchandise28%30%
Jewelry72%70%
100%100%
Composition of inventories:
General merchandise41%43%
Jewelry59%57%
100%100%
Percentage of inventory aged greater than one year1%1%
Inventory turnover (trailing twelve months cost of merchandise sales divided by average inventories)2.8 times2.8 times
Store count1,2001,1831%
Average store count1,1951,1355%

Retail Merchandise Sales Operations

U.S. retail merchandise sales increased 13% to $969.4 million during 2024 compared to $854.2 million for 2023. Same-store retail sales increased 6% during 2024 compared to 2023. The increase in total retail sales was primarily due to incremental sales contributions from acquired stores and an increase in same-store sales. During 2024, the gross profit margin on retail merchandise sales in the U.S. was 42% compared to a margin of 43% during 2023, reflecting continued demand for value-priced, pre-owned merchandise and low levels of aged inventory.

U.S. inventories increased 11% to $245.5 million at December 31, 2024 compared to $221.8 million at December 31, 2023. The increase was primarily due to incremental inventories from acquired stores and an increase in same-store inventories as a result of the higher pawn loan balances noted below. Inventories aged greater than one year in the U.S. were 1% at both December 31, 2024 and 2023.

Pawn Lending Operations

U.S. pawn loan receivables as of December 31, 2024 increased 15% in total and 12% on a same-store basis compared to December 31, 2023. The Company believes the increase in same-store pawn receivables was primarily due to continued inflationary pressures driving additional demand for pawn loans and higher gold prices, which increased customers’ jewelry collateral value.

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U.S. pawn loan fees increased 16% to $505.3 million during 2024 compared to $435.8 million for 2023. Same-store pawn loan fees increased 11% during 2024 compared to 2023. The increase in total and same-store pawn loan fees was primarily due to store growth and increased same-store pawn receivables.

Segment Expenses

U.S. store operating expenses increased 12% to $503.6 million during 2024 compared to $451.5 million during 2023 while same-store operating expenses increased 5% compared with the prior year. The increase in operating expenses was primarily due to an increase in the average store count.

Segment Pre-Tax Operating Income

The U.S. segment pre-tax operating income for 2024 was $397.3 million, which generated a pre-tax segment operating margin of 25% compared to $336.3 million and 25% in the prior year, respectively. The increase in the segment pre-tax operating income reflected increased net revenue from both acquired and existing stores, partially offset by an increase in segment expenses.

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Latin America Pawn Segment

Latin America pawn segment pre-tax operating income for 2024 compared to 2023 was impacted by a 3% unfavorable change in the average value of the Mexican peso compared to the U.S. dollar. The translated value of Latin American earning assets as of December 31, 2024 compared to December 31, 2023 was also impacted by a 20% unfavorable change in the end-of-period Mexican peso compared to the U.S. dollar. Constant currency results are non-GAAP financial measures, which exclude the effects of foreign currency translation and are calculated by translating current-year results at prior-year average exchange rates. See the “Constant Currency Results” section in “Non-GAAP Financial Information” below for additional discussion of constant currency operating results.

The following table presents segment pre-tax operating income and other operating metrics of the Latin America pawn segment for the year ended December 31, 2024 as compared to the year ended December 31, 2023 (dollars in thousands). Operating expenses include salary and benefit expense of pawn store-level employees, occupancy costs, bank charges, security, insurance, utilities, supplies and other costs incurred by the pawn stores.

Constant Currency Basis
Year Ended
Year EndedDecember 31,Increase /
December 31,Increase /2024(Decrease)
20242023(Decrease)(Non-GAAP)(Non-GAAP)
Latin America Pawn Segment
Revenue:
Retail merchandise sales$541,787$533,6122%$556,6864%
Pawn loan fees231,864222,7744%238,3057%
Wholesale scrap jewelry sales38,23746,917(19)%38,237(19)%
Total revenue811,888803,3031%833,2284%
Cost of revenue:
Cost of retail merchandise sold350,906345,3092%360,4524%
Cost of wholesale scrap jewelry sold31,08637,276(17)%31,977(14)%
Total cost of revenue381,992382,585%392,4293%
Net revenue429,896420,7182%440,7995%
Segment expenses:
Operating expenses259,307243,1467%266,1029%
Depreciation and amortization20,36921,350(5)%20,855(2)%
Total segment expenses279,676264,4966%286,9578%
Segment pre-tax operating income$150,220$156,222(4)%$153,842(2)%
Operating metrics:
Retail merchandise sales margin35%35%35%
Net revenue margin53%52%53%
Segment pre-tax operating margin19%19%18%

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The following table details earning assets, which consist of pawn loans and inventories as well as other earning asset metrics of the Latin America pawn segment, as of December 31, 2024 as compared to December 31, 2023 (dollars in thousands, except as otherwise noted):

Constant Currency Basis
As of
December 31,
As of December 31,2024Increase
20242023(Decrease)(Non-GAAP)(Non-GAAP)
Latin America Pawn Segment
Earning assets:
Pawn loans$121,200$127,694(5)%$143,80513%
Inventories89,08890,246(1)%105,68617%
$210,288$217,940(4)%$249,49114%
Average outstanding pawn loan amount (in ones)$87$95(8)%$1038%
Composition of pawn collateral:
General merchandise58%63%
Jewelry42%37%
100%100%
Composition of inventories:
General merchandise65%67%
Jewelry35%33%
100%100%
Percentage of inventory aged greater than one year1%1%
Inventory turnover (trailing twelve months cost of merchandise sales divided by average inventories)4.2 times4.4 times
Store count1,8261,8141%
Average store count1,8211,7912%

Retail Merchandise Sales Operations

Latin America retail merchandise sales increased 2% (4% on a constant currency basis) to $541.8 million during 2024 compared to $533.6 million for 2023. Same-store retail sales increased 1% (4% on a constant currency basis) during 2024 compared to 2023. The increase in total and same-store retail sales was primarily due to increased inventory levels throughout 2024 and greater demand for value-priced, pre-owned merchandise. The gross profit margin on retail merchandise sales was 35% during both 2024 and 2023.

Latin America inventories decreased 1% (17% increase on a constant currency basis) to $89.1 million at December 31, 2024 compared to $90.2 million at December 31, 2023. The increase in constant currency inventories was primarily due to increases in pawn loan receivable balances over the past several quarters creating more forfeited inventory. Inventories aged greater than one year in Latin America were 1% at both December 31, 2024 and 2023.

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Pawn Lending Operations

Latin America pawn loan receivables decreased 5% (13% increase on a constant currency basis) as of December 31, 2024 compared to December 31, 2023. On a same-store basis, pawn loan receivables decreased 6% (12% increase on a constant currency basis) as of December 31, 2024 compared to December 31, 2023. The increase in constant currency total and same-store pawn receivables is primarily due to increasing demand for pawn loans and larger loan sizes, driven in part by higher gold prices and a slightly increased mix of higher value jewelry loans.

Latin America pawn loan fees increased 4% (7% on a constant currency basis) to $231.9 million during 2024 compared to $222.8 million for 2023. Same-store pawn loan fees also increased 4% (7% on a constant currency basis) during 2024 compared to 2023. The constant currency increase in total and same-store pawn loan fees was primarily due to increased average pawn receivable balances outstanding during 2024.

Segment Expenses

Operating expenses increased 7% (9% on a constant currency basis) to $259.3 million during 2024 compared to $243.1 million during 2023. Same-store operating expenses increased 6% (9% on a constant currency basis) compared to the prior year. The increase in total and same-store operating expenses was primarily driven by increased store counts, accelerated store opening activity, general inflationary impacts and continued increases in the federally mandated minimum wage and increased costs associated with required employee benefit programs.

Segment Pre-Tax Operating Income

The segment pre-tax operating income for 2024 was $150.2 million, which generated a pre-tax segment operating margin of 19% compared to $156.2 million and 19% in the prior year, respectively. The decrease in the segment pre-tax operating income reflected an increase in segment expenses, partially offset by the increase in net revenue.

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Retail POS Payment Solutions Segment

Retail POS Payment Solutions Operating Results

The following table presents segment pre-tax operating income of the retail POS payment solutions segment for the year ended December 31, 2024 as compared to the year ended December 31, 2023 (dollars in thousands). Operating expenses include salary and benefit expenses of certain operations-focused departments, merchant partner incentives, bank and other payment processing charges, credit reporting costs, information technology costs, advertising costs and other operational costs incurred by AFF. Administrative expenses and amortization expense of intangible assets related to the purchase of AFF are not included in the segment pre-tax operating income.

Year Ended
December 31,Increase /
20242023(Decrease)
Retail POS Payment Solutions Segment
Revenue:
Leased merchandise income$766,241$752,6822%
Interest and fees on finance receivables245,891233,8185%
Total revenue1,012,132986,5003%
Cost of revenue:
Depreciation of leased merchandise (1)434,915413,5465%
Provision for lease losses (2)163,937177,418(8)%
Provision for loan losses143,827123,03017%
Total cost of revenue742,679713,9944%
Net revenue269,453272,506(1)%
Segment expenses:
Operating expenses138,041137,460%
Depreciation and amortization2,7833,030(8)%
Total segment expenses140,824140,490%
Segment pre-tax operating income$128,629$132,016(3)%

(1)Includes $1.6 million and $2.1 million of depreciation of leased merchandise from intersegment transactions during 2024 and 2023, respectively, related to the Company offering AFF’s LTO payment solution in its U.S. pawn stores that are eliminated upon consolidation. Excluding these intersegment transactions, consolidated depreciation of leased merchandise during 2024 and 2023 totaled $433.3 million and $411.5 million, respectively.

(2)Includes $0.5 million and $1.6 million of provision for lease losses from intersegment transactions during 2024 and 2023, respectively, related to the Company offering AFF’s LTO payment solution in its U.S. pawn stores that are eliminated upon consolidation. Excluding these intersegment transactions, consolidated provision for lease losses during 2024 and 2023 totaled $163.4 million and $175.9 million, respectively.

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The following table provides a detail of gross transaction volumes originated during the year ended December 31, 2024 as compared to the year ended December 31, 2023 (dollars in thousands):

Years Ended
December 31,Increase /
20242023(Decrease)
Leased merchandise$568,635$623,069(9)%
Finance receivables510,231405,76526%
Total gross transaction volume$1,078,866$1,028,8345%

The following table details retail POS payment solutions earning assets as of December 31, 2024 as compared to December 31, 2023 (dollars in thousands):

As of December 31,Increase /
20242023(Decrease)
Leased merchandise, net:
Leased merchandise, before allowance for lease losses$209,333$267,458(22)%
Less allowance for lease losses(80,661)(95,752)(16)%
Leased merchandise, net (1)$128,672$171,706(25)%
Finance receivables, net:
Finance receivables, before allowance for loan losses$264,506$210,35526%
Less allowance for loan losses(117,005)(96,454)21%
Finance receivables, net$147,501$113,90129%

(1)Includes $0.2 million and $0.5 million of intersegment transactions as of December 31, 2024 and 2023, respectively, related to the Company offering AFF’s LTO payment solution in its U.S. pawn stores that are eliminated upon consolidation. Excluding these intersegment transactions, consolidated net leased merchandise as of December 31, 2024 and 2023 totaled $128.4 million and $171.2 million, respectively.

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The following table details the changes in the allowance for lease and loan losses and other portfolio metrics during the year ended December 31, 2024 as compared to the year ended December 31, 2023 (dollars in thousands):

Year Ended
December 31,Increase /
20242023(Decrease)
Allowance for lease losses:
Balance at beginning of period$95,752$79,57620%
Provision for lease losses (1)163,937177,418(8)%
Charge-offs(186,123)(167,952)11%
Recoveries7,0956,7106%
Balance at end of period$80,661$95,752(16)%
Leased merchandise portfolio metrics:
Provision rate (2)29%28%
Average monthly net charge-off rate (3)6.3%5.4%
Delinquency rate (4)24.4%21.7%
Allowance for loan losses:
Balance at beginning of period$96,454$84,83314%
Provision for loan losses143,827123,03017%
Charge-offs(130,812)(117,961)11%
Recoveries7,5366,55215%
Balance at end of period$117,005$96,45421%
Finance receivables portfolio metrics:
Provision rate (2)28%30%
Average monthly net charge-off rate (3)4.3%4.7%
Delinquency rate (4)20.0%21.8%

(1)Includes $0.5 million and $1.6 million of provision for lease losses from intersegment transactions during 2024 and 2023, respectively, related to the Company offering AFF’s LTO payment solution in its U.S. pawn stores that are eliminated upon consolidation. Excluding these intersegment transactions, consolidated provision for lease losses during 2024 and 2023 totaled $163.4 million and $175.9 million, respectively.

(2)Calculated as provision for lease or loan losses as a percentage of the respective gross transaction volume originated.

(3)Calculated as charge-offs, net of recoveries, as a percentage of the respective average earning asset balance before allowance for lease or loan losses.

(4)Calculated as the percentage of the respective contractual earning asset balance owed that is 1 to 89 days past due (the Company charges off leases and finance receivables when they are 90 days or more contractually past due).

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LTO Operations

Leased merchandise, before allowance for lease losses, decreased 22% as of December 31, 2024 compared to December 31, 2023. The decrease was primarily due to decreased gross transaction volumes originated due to weakness in furniture originations and the bankruptcy filings in 2024 for two of AFF’s larger retail furniture merchant partners.

The allowance for lease losses decreased 16% to $80.7 million as of December 31, 2024 compared to $95.8 million as of December 31, 2023, which was primarily due to the decrease in leased merchandise, partially offset by slightly higher lease loss provisioning rates used during 2024 as compared to 2023. As a percentage of lease merchandise, the allowance was 39% at December 31, 2024 and 36% at December 31, 2023.

Leased merchandise income increased 2% to $766.2 million during 2024 compared to $752.7 million during 2023, which was primarily due to slightly higher average rental rates, partially offset by slightly lower average leased merchandise balances outstanding during 2024 compared to 2023.

Depreciation of leased merchandise increased 5% to $434.9 million during 2024 compared to $413.5 million during 2023. As a percentage of leased merchandise income, depreciation of leased merchandise increased to 57% during 2024 compared to 55% during 2023, primarily as a result of a slight increase in customers taking advantage of early buyout or other early payment options.

Provision for lease losses decreased 8% to $163.9 million during 2024 compared to $177.4 million during 2023, which was primarily due to the 9% decrease in gross transaction volumes. As a percentage of gross transaction volume, the provision for lease losses increased to 29% during 2024 compared to 28% during 2023.

Retail Finance Operations

Finance receivables, before allowance for loan losses, increased 26% as of December 31, 2024 compared to December 31, 2023. The increase was primarily due to increased gross transaction volumes in certain non-furniture industry verticals.

The allowance for loan losses increased 21% to $117.0 million as of December 31, 2024 compared to $96.5 million as of December 31, 2023, which was primarily due to the increase in finance receivables, partially offset by slightly lower loan loss provisioning rates used during 2024 as compared to 2023. As a percentage of finance receivables, the allowance was 44% at December 31, 2024 compared to 46% at December 31, 2023.

Interest and fees on finance receivables increased 5% to $245.9 million during 2024 compared to $233.8 million during 2023. The increase was primarily due to the higher year-over-year finance receivable balances, partially offset by a slight decline in portfolio yield primarily as a result of AFF expanding its offerings and merchant relationships in certain services sector verticals during 2024, some of which are provided at lower interest rates.

Provision for loan losses increased 17% to $143.8 million during 2024 compared to $123.0 million during 2023, which was primarily due to the 26% increase in gross transaction volumes, partially offset by a slight decrease in the net provisioning rates used during 2024 based on lower than expected loss rates on older vintages. As a percentage of gross transaction volume, the provision for loan losses decreased to 28% during 2024 compared to 30% during 2023.

Segment Expenses

Operating expenses were flat at $138.0 million during 2024 compared to $137.5 million during 2023. As a percentage of segment revenues, operating expenses were 14% during both 2024 and 2023.

Segment Pre-Tax Operating Income

The retail POS payment solutions segment pre-tax operating income during 2024 was $128.6 million compared to $132.0 million during 2023. The decrease was primarily the result of the slight decrease in net revenue.

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Consolidated Results of Operations

The following table reconciles pre-tax operating income of the Company’s U.S. pawn segment, Latin America pawn segment and retail POS payment solutions segment, discussed above, to consolidated net income for the year ended December 31, 2024 as compared to the year ended December 31, 2023 (dollars in thousands):

Year Ended December 31,Increase /
20242023(Decrease)
Consolidated Results of Operations
Segment pre-tax operating income:
U.S. pawn$397,293$336,30618%
Latin America pawn150,220156,222(4)%
Retail POS payment solutions128,629132,016(3)%
Intersegment eliminations (1)280581(52)%
Consolidated segment pre-tax operating income676,422625,1258%
Corporate expenses and other income:
Administrative expenses173,199176,315(2)%
Depreciation and amortization52,80959,196(11)%
Interest expense105,22693,24313%
Interest income(1,935)(1,469)32%
Loss (gain) on foreign exchange2,641(1,529)(273)%
Merger and acquisition expenses2,2287,922(72)%
Other expenses (income), net(522)(1,402)(63)%
Total corporate expenses and other income333,646332,276%
Income before income taxes342,776292,84917%
Provision for income taxes83,96173,54814%
Net income$258,815$219,30118%

(1)Represents the elimination of intersegment transactions related to the Company offering AFF’s LTO payment solution in its U.S. pawn stores. For further detail, see Note 17 of Notes to Consolidated Financial Statements.

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Corporate Expenses and Taxes

Administrative expenses decreased 2% to $173.2 million during 2024 compared to $176.3 million during 2023. As a percentage of revenue, administrative expenses decreased to 5% during 2024 compared to 6% during 2023.

Depreciation and amortization decreased 11% to $52.8 million during 2024 compared to $59.2 million during 2023, primarily due to a scheduled $6.9 million decrease in amortization of acquired AFF intangible assets.

Interest expense increased 13% to $105.2 million during 2024 compared to $93.2 million for 2023, primarily due to higher average total long-term debt balances outstanding. See Note 11 of Notes to Consolidated Financial Statements and “Liquidity and Capital Resources.”

Merger and acquisition expenses decreased 72% to $2.2 million during 2024 compared to $7.9 million during 2023, reflecting a decreased level of acquisition activity in 2024 compared to 2023.

Consolidated effective income tax rates for 2024 and 2023 were 24.5% and 25.1%, respectively. The decrease in the effective tax rate was primarily due to an increase in U.S.-sourced income as a result of the U.S. store acquisition activity since the beginning of 2023, which is taxed at a lower rate than the Latin American countries in which the Company operates. See Note 12 of Notes to Consolidated Financial Statements.

Liquidity and Capital Resources

Material Capital Requirements

The Company’s primary capital requirements include:

•The expansion of pawn operations through growth of pawn receivables and inventories in existing stores, new store openings, strategic acquisitions of pawn stores and purchases of underlying real estate at existing locations;

•The expansion of retail POS payment solutions operations through growth of the business generated from new and existing merchant partners; and

•The return of capital to shareholders through dividends and stock repurchases.

Other material capital requirements include operating expenses (see Note 4 of Notes to Consolidated Financial Statements regarding operating lease commitments), maintenance capital expenditures related to its facilities, technology platforms, general corporate operating activities, income tax payments and debt service, among others. The Company believes that net cash provided by operating activities and available and unused funds under its revolving unsecured credit facilities will be adequate to meet its liquidity and capital needs for these items over the next 12 months and also in the longer term beyond the next 12 months.

Expand Pawn Operations

The Company intends to continue expansion of its pawn operations through growth of pawn receivables and inventories in existing stores along with new store openings and acquisitions.

During 2024, the Company acquired 28 pawn stores in the U.S., acquired 10 pawn stores in Mexico and acquired one pawn license that was used to open a new pawn store in the state of Nevada for a cumulative purchase price of $107.6 million, net of cash acquired and subject to future post-closing adjustments. The Company evaluates potential acquisitions based upon growth potential, purchase price, available liquidity, strategic fit and quality of management personnel, among other factors. During 2024, the Company also opened 60 new locations in Latin America and one location in the U.S. The combined investment in leasehold improvements and other fixed assets for these new locations totaled $19.3 million.

For 2025, the Company expects to continue adding store locations through new (“de novo”) store openings and acquisitions. Future store openings and acquisitions are subject to the Company’s ability to identify acquisition opportunities and new location sites in markets with attractive demographics and favorable regulatory environments.

Although viewed by management as a discretionary expenditure not required to operate its pawn stores, the Company may continue to strategically purchase real estate from its landlords at existing stores or in conjunction with pawn store acquisitions as opportunities arise at reasonable valuations. The Company purchased the real estate at 58 store locations, primarily from landlords at existing stores, for a cumulative purchase price of $86.1 million during 2024.

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Expand Retail POS Payment Solutions Operations

AFF expects to expand its business primarily by promoting and expanding relationships with both new and existing customers and retail merchant partners. In addition, AFF has made, and intends to continue to make, investments in its customer and merchant support operations and facilities, its technology platforms and its proprietary decisioning platforms and processes. In addition to utilizing cash flows generated from its own operations to fund expected 2025 growth, AFF has access to the additional sources of liquidity described below if needed to fund further expansion activities.

Return of Capital to Shareholders

In January 2025, the Company’s Board declared a $0.38 per share first quarter cash dividend on common shares outstanding, or an aggregate of $17.0 million based on the December 31, 2024 share count, to be paid on February 28, 2025 to stockholders of record as of February 14, 2025. While the Company currently expects to continue the payment of quarterly cash dividends, the amount, declaration and payment of cash dividends in the future (quarterly or otherwise) will be made by the Board, from time to time, subject to the Company’s financial condition, results of operations, business requirements, compliance with legal requirements, debt covenant restrictions and other relevant factors.

During 2024, the Company repurchased a total of 721,000 shares of common stock at an aggregate cost of $85.0 million and an average cost per share of $117.90. During 2023, the Company repurchased 1,248,000 shares of common stock at an aggregate cost of $114.4 million and an average cost per share of $91.58. The aggregate cost and average cost per share do not include the effect of the 1% excise tax on certain share repurchases enacted under the inflation Reduction Act of 2022. The Company incurred $0.9 million and $1.1 million of excise taxes during 2024 and 2023, respectively.

In July 2023, the Board authorized a common stock repurchase program for up to $200.0 million of the Company’s outstanding common stock, of which $115.0 million is currently remaining. The Company intends to continue repurchases under its active share repurchase program, including through open market transactions under trading plans in accordance with Rule 10b5-1 and Rule 10b-18 under the Exchange Act subject to a variety of factors, including, but not limited to, the level of cash balances, liquidity needs, credit availability, debt covenant restrictions, general business and economic conditions, regulatory requirements, the market price of the Company’s stock, the Company’s dividend policy and the availability of alternative investment opportunities.

Sources of Liquidity

The Company regularly evaluates opportunities to optimize its capital structure, including through consideration of the issuance of debt or equity, to refinance existing debt and to enter into interest rate hedge transactions, such as interest rate swap agreements. As of December 31, 2024, the Company’s primary sources of liquidity were $175.1 million in cash and cash equivalents and $528.9 million of available and unused funds under the Company's revolving unsecured credit facilities, subject to certain financial covenants (see Note 11 of Notes to Consolidated Financial Statements). The Company had working capital of $1,064.3 million as of December 31, 2024.

The Company’s cash and cash equivalents as of December 31, 2024 included $70.9 million held by its foreign subsidiaries. These cash balances, which are primarily held in Mexican pesos, are associated with foreign earnings the Company has asserted are indefinitely reinvested and which the Company primarily plans to use to support its continued growth plans outside the U.S. through funding of capital expenditures, acquisitions, operating expenses or other similar cash needs of the Company’s foreign operations.

The Company’s liquidity is affected by a number of factors, including changes in general customer traffic and demand, pawn loan balances, loan-to-value ratios, collection of pawn fees, merchandise sales, inventory levels, LTO merchandise, finance receivable balances, collection of lease and finance receivable payments, seasonality, operating expenses, administrative expenses, expenses related to merger and acquisition activities, litigation-related expenses, tax rates, gold prices, foreign currency exchange rates and the pace of new pawn store expansion and acquisitions. Additionally, a prolonged reduction in earnings and EBITDA could limit the Company’s future ability to fully borrow on its credit facilities under current leverage covenants. Regulatory developments affecting the Company’s operations may also impact profitability and liquidity. See “Item 1. Business—Governmental Regulation.”

If needed, the Company could seek to raise additional funds from a variety of sources, including, but not limited to, repatriation of excess cash held in Latin America, the sale of assets, reductions in operating expenses, capital expenditures and dividends, the forbearance or deferral of operating expenses, the issuance of debt or equity utilizing other structured financing arrangements, the leveraging of currently unencumbered real estate owned by the Company and/or changes to its management

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of current assets. The characteristics of the Company’s current assets, specifically the ability to rapidly liquidate gold jewelry inventory, which accounts for 52% of total inventory, give the Company flexibility to quickly increase cash flow if necessary.

Cash Flows and Liquidity Metrics

The following tables set forth certain historical information with respect to the Company’s sources and uses of cash and other key indicators of liquidity (dollars in thousands):

Year Ended December 31,
202420232022
Cash flow provided by operating activities$539,958$416,142$469,305
Cash flow used in investing activities(441,591)(462,332)(336,443)
Cash flow (used in) provided by financing activities(38,193)51,313(139,273)
As of December 31,
202420232022
Working capital$1,064,344$971,009$835,133
Current ratio4.1:13.9:13.8:1

Cash Flow Provided by Operating Activities

Net cash provided by operating activities increased $123.8 million, or 30%, from $416.1 million for 2023 to $540.0 million for 2024 due to net changes in certain non-cash adjustments to reconcile net income to operating cash flow and net changes in other operating assets and liabilities (as detailed in the consolidated statements of cash flows) and an increase in net income of $39.5 million.

Cash Flow Used in Investing Activities

Net cash used in investing activities decreased $20.7 million, or 4%, from $462.3 million during 2023 to $441.6 million during 2024. Cash flows from investing activities are utilized primarily to fund acquisitions, purchases of furniture, fixtures, equipment and improvements, which includes capital expenditures for improvements to existing pawn stores and for new pawn store openings and other corporate assets, and discretionary purchases of store real property. In addition, cash flows related to the funding of new pawn loans, net of cash repayments and recovery of principal through the sale of inventories acquired from forfeiture of pawn collateral and changes in net finance receivables, are included in investing activities. The Company paid $68.2 million for furniture, fixtures, equipment and improvements and $86.1 million for discretionary pawn store real property purchases during 2024 compared to $60.1 million and $70.5 million in 2023, respectively. The Company paid $76.0 million in cash related to pawn store acquisitions during 2024 compared to $181.3 million during 2023. The Company funded a net increase in pawn loans of $72.0 million during 2024 and $35.0 million during 2023. The Company funded a net increase in finance receivables of $139.3 million during 2024 and $115.4 million during 2023.

Cash Flow Used in Financing Activities

Net cash provided by financing activities decreased $89.5 million, or 174%, from net cash provided by financing activities of $51.3 million during 2023 to net cash used in financing activities of $38.2 million during 2024. Net payments on the credit facilities were $370.0 million during 2024 compared to net borrowings of $230.3 million during 2023. During 2024, the Company received $500.0 million in proceeds from the private offering of senior unsecured notes which was used to repay a portion of the outstanding balance on the Credit Facility, after payment of fees and expenses related to the offering. The Company paid debt issuance costs of $10.4 million during 2024 compared to $0.3 million during 2023. The Company funded $85.0 million for share repurchases and paid dividends of $65.8 million during 2024, compared to funding $114.4 million of share repurchases and dividends paid of $61.9 million during 2023. In addition, the Company paid withholding taxes on net share settlements of restricted stock awards during 2024 of $7.0 million compared to $2.5 million during 2023.

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Non-GAAP Financial Information

The Company uses certain financial calculations such as adjusted net income, adjusted diluted earnings per share, EBITDA, adjusted EBITDA, free cash flow, adjusted free cash flow, adjusted retail POS payment solutions segment metrics and constant currency results as factors in the measurement and evaluation of the Company’s operating performance and period-over-period growth. The Company derives these financial calculations on the basis of methodologies other than GAAP, primarily by excluding from a comparable GAAP measure certain items the Company does not consider to be representative of its actual operating performance. These financial calculations are “non-GAAP financial measures” as defined under the SEC rules. The Company uses these non-GAAP financial measures in operating its business because management believes they are less susceptible to variances in actual operating performance that can result from the excluded items, other infrequent charges and currency fluctuations. The Company presents these financial measures to investors because management believes they are useful to investors in evaluating the primary factors that drive the Company’s core operating performance and provide greater transparency into the Company’s results of operations. However, items that are excluded and other adjustments and assumptions that are made in calculating these non-GAAP financial measures are significant components in understanding and assessing the Company’s financial performance. These non-GAAP financial measures should be evaluated in conjunction with, and are not a substitute for, the Company’s GAAP financial measures. Further, because these non-GAAP financial measures are not determined in accordance with GAAP, and are thus susceptible to varying calculations, the non-GAAP financial measures, as presented, may not be comparable to other similarly-titled measures of other companies.

While acquisitions are an important part of the Company’s overall strategy, the Company has adjusted the applicable financial calculations to exclude merger and acquisition expenses and amortization of acquired AFF intangible assets. The Company does not consider these items to be related to the organic operations of the acquired businesses or its continuing operations and are generally not relevant to assessing or estimating the long-term performance of the acquired businesses. In addition, excluding these items allows for more accurate comparisons of the financial results to prior periods. Merger and acquisition expenses include incremental costs directly associated with merger and acquisition activities, including professional fees, legal expenses, severance, retention and other employee-related costs, contract breakage costs and costs related to the consolidation of technology systems and corporate facilities, among others.

The Company has certain leases in Mexico which are denominated in U.S. dollars. The lease liability of these U.S.-dollar-denominated leases, which is considered a monetary liability, is remeasured into Mexican pesos using current period exchange rates, resulting in the recognition of foreign currency exchange gains or losses. The Company has adjusted the applicable financial measures to exclude these remeasurement gains or losses (1) because they are non-cash, non-operating items that could create volatility in the Company’s consolidated results of operations due to the magnitude of the end of period lease liability being remeasured and (2) to improve comparability of current periods presented with prior periods.

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Adjusted Net Income and Adjusted Diluted Earnings Per Share

Management believes the presentation of adjusted net income and adjusted diluted earnings per share provides investors with greater transparency and provides a more complete understanding of the Company’s financial performance and prospects for the future by excluding items that management believes are non-operating in nature and are not representative of the Company’s core operating performance. In addition, management believes the adjustments shown below are useful to investors in order to allow them to compare the Company’s financial results for the current periods presented with the prior periods presented.

The following table provides a reconciliation between net income and diluted earnings per share, calculated in accordance with GAAP, to adjusted net income and adjusted diluted earnings per share, which are shown net of tax (unaudited, in thousands, except per share amounts):

Year Ended December 31,
202420232022202420232022
In ThousandsIn ThousandsIn ThousandsPer SharePer SharePer Share
Net income and diluted earnings per share, as reported$258,815$219,301$253,495$5.73$4.80$5.36
Adjustments, net of tax:
Merger and acquisition expenses1,7066,0892,8780.040.130.06
Non-cash foreign currency loss (gain) related to lease liability2,627(1,778)(930)0.06(0.04)(0.02)
AFF purchase accounting and other adjustments38,28954,34182,4320.851.191.74
Gain on revaluation of contingent acquisition consideration(90,035)(1.91)
Other expenses (income), net1,243(1,079)(2,103)0.02(0.02)(0.04)
Adjusted net income and diluted earnings per share$302,680$276,874$245,737$6.70$6.06$5.19

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Earnings Before Interest, Taxes, Depreciation and Amortization (EBITDA) and Adjusted EBITDA

The Company defines EBITDA as net income before income taxes, depreciation and amortization, interest expense and interest income and adjusted EBITDA as EBITDA adjusted for certain items, as listed below, that management considers to be non-operating in nature and not representative of its actual operating performance. The Company believes EBITDA and adjusted EBITDA are commonly used by investors to assess a company’s financial performance, and adjusted EBITDA is used as a starting point in the calculation of the consolidated total debt ratio as defined in the Company’s senior unsecured notes. The following table provides a reconciliation of net income to EBITDA and adjusted EBITDA (unaudited, in thousands):

Year Ended December 31,
202420232022
Net income$258,815$219,301$253,495
Income taxes83,96173,54870,138
Depreciation and amortization (1)104,941109,161103,832
Interest expense105,22693,24370,708
Interest income(1,935)(1,469)(1,313)
EBITDA551,008493,784496,860
Adjustments:
Merger and acquisition expenses2,2287,9223,739
Non-cash foreign currency loss (gain) related to lease liability3,755(2,540)(1,329)
AFF purchase accounting and other adjustments (2)13,96850,354
Gain on revaluation of contingent acquisition consideration(109,549)
Other expenses (income), net1,446(1,402)(2,731)
Adjusted EBITDA$558,437$511,732$437,344

(1)Includes $49.7 million, $56.6 million and $56.7 million of amortization expense related to identifiable intangible assets as a result of the AFF acquisition for 2024, 2023 and 2022, respectively.

(2)The following table details AFF purchase accounting and other adjustments (in thousands):

Year Ended December 31,
202420232022
Pre-taxPre-taxPre-tax
Amortization of fair value adjustment on acquired finance receivables$$$42,657
Amortization of fair value adjustment on acquired leased merchandise7,697
Other non-recurring costs included in administrative expenses related to a discontinued finance product13,968
Total AFF purchase accounting and other adjustments$$13,968$50,354

Free Cash Flow and Adjusted Free Cash Flow

For purposes of its internal liquidity assessments, the Company considers free cash flow and adjusted free cash flow. The Company defines free cash flow as cash flow from operating activities less purchases of furniture, fixtures, equipment and improvements and net fundings/repayments of pawn loan and finance receivables, which are considered to be operating in nature by the Company but are included in cash flow from investing activities. Adjusted free cash flow is defined as free cash flow adjusted for merger and acquisition expenses paid that management considers to be non-operating in nature.

Free cash flow and adjusted free cash flow are commonly used by investors as additional measures of cash, generated by business operations, that may be used to repay scheduled debt maturities and debt service or, following payment of such debt obligations and other non-discretionary items, that may be available to invest in future growth through new business development activities or acquisitions, repurchase stock, pay cash dividends or repay debt obligations prior to their maturities. These metrics can also be used to evaluate the Company’s ability to generate cash flow from business operations and the impact that this cash flow has on the Company’s liquidity. However, free cash flow and adjusted free cash flow have limitations as analytical tools and should not be considered in isolation or as a substitute for cash flow from operating activities or other

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income statement data prepared in accordance with GAAP. The following table reconciles cash flow from operating activities to free cash flow and adjusted free cash flow (unaudited, in thousands):

Year Ended December 31,
202420232022
Cash flow from operating activities$539,958$416,142$469,305
Cash flow from investing activities:
Pawn loans, net (1)(71,999)(34,978)(35,817)
Finance receivables, net(139,314)(115,442)(85,353)
Purchases of furniture, fixtures, equipment and improvements(68,245)(60,148)(35,586)
Free cash flow260,400205,574312,549
Merger and acquisition expenses paid, net of tax benefit1,7066,0892,878
Adjusted free cash flow$262,106$211,663$315,427

(1)Includes the funding of new loans net of cash repayments and recovery of principal through the sale of inventories acquired from forfeiture of pawn collateral.

Retail POS Payment Solutions Segment Purchase Accounting Adjustments

Management believes the presentation of certain retail POS payment solutions segment metrics, adjusted to exclude the impacts of purchase accounting, provides investors with greater transparency and provides a more complete understanding of AFF’s financial performance and prospects for the future by excluding the impacts of purchase accounting, which management believes is non-operating in nature and not representative of AFF’s core operating performance.

Additionally, the following table provides reconciliations of total revenue and total net revenue, presented in accordance with GAAP, to adjusted total revenue and adjusted net revenue, which excludes the impacts of purchase accounting (in thousands):

Year Ended December 31,
202420232022
Total revenue, as reported$3,388,514$3,151,796$2,728,942
AFF purchase accounting and other adjustments (1)42,657
Adjusted total revenue$3,388,514$3,151,796$2,771,599
Total net revenue, as reported$1,629,532$1,507,239$1,264,586
AFF purchase accounting and other adjustments (1)50,354
Adjusted total net revenue$1,629,532$1,507,239$1,314,940

(1)As a result of purchase accounting, AFF’s as reported amount for 2022 contains significant fair value adjustments. The adjusted amount for 2022 excludes these fair value purchase accounting adjustments.

Constant Currency Results

The Company’s reporting currency is the U.S. dollar, however, certain performance metrics discussed in this report are presented on a “constant currency” basis, which is considered a non-GAAP financial measure. The Company’s management uses constant currency results to evaluate operating results of business operations in Latin America, which are transacted in local currencies in Mexico, Guatemala and Colombia. The Company also has operations in El Salvador, where the reporting and functional currency is the U.S. dollar.

The Company believes constant currency results provide valuable supplemental information regarding the underlying performance of its business operations in Latin America, consistent with how the Company’s management evaluates such performance and operating results. Constant currency results reported herein are calculated by translating certain balance sheet and income statement items denominated in local currencies using the exchange rate from the prior-year comparable period, as opposed to the current comparable period, in order to exclude the effects of foreign currency rate fluctuations for purposes of

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evaluating period-over-period comparisons. See the Latin America pawn segment tables in “Results of Operations” above for additional reconciliation of certain constant currency amounts to as reported GAAP amounts.

The following table provides exchange rates for the Mexican peso, Guatemalan quetzal and Colombian peso for the current and prior-year periods:

202420232022
Rate% Change Over Prior- Year Period Favorable / (Unfavorable)Rate% Change Over Prior- Year Period Favorable / (Unfavorable)Rate
Mexican peso / U.S. dollar exchange rate:
End-of-period20.3(20)%16.913%19.4
Twelve months ended18.3(3)%17.811%20.1
Guatemalan quetzal / U.S. dollar exchange rate:
End-of-period7.71%7.81%7.9
Twelve months ended7.8%7.8(1)%7.7
Colombian peso / U.S. dollar exchange rate:
End-of-period4,409(15)%3,82221%4,810
Twelve months ended4,0716%4,328(2)%4,253

Effects of Inflation

While the impacts of inflation have been widely reported and may be ongoing into the foreseeable future, the Company does not believe inflation had a material effect on the Company’s overall results of operations in 2024. Depending on the severity and persistence of these inflationary pressures, the Company could see a negative impact on its customers’ ability to pay for its goods and services, including an impact on the collectability of its accounts receivable, which could result in increased charge-offs of AFF’s finance receivables and leased merchandise as well as increases in wages and other operating costs. However, inflationary economic environments could also benefit the Company by increasing customer demand for value-priced products, lending services in its pawn stores and demand for POS payment solutions provided by AFF.

Seasonality

The Company’s business is subject to seasonal variations, and operating results for each quarter and year-to-date periods are not necessarily indicative of the results of operations for the full year. Typically, the Company experiences seasonal growth of pawn service fees in the third and fourth quarter of each year due to pawn loan balance growth. Pawn service fees generally decline in the first and second quarter of each year after the typical repayment period of pawn loans due to statutory bonuses received by customers in the fourth quarter in Mexico and with tax refund proceeds received by customers in the first quarter in the U.S. In addition, AFF customers generally exercise the early buyout option on their existing lease or finance receivable more frequently during the first quarter due to tax refund proceeds. Retail sales are seasonally higher in the fourth quarter as a result of holiday shopping and, to a lesser extent, in the first quarter due to the disbursement of tax refunds in the U.S.

Recent Accounting Pronouncements

See discussion in Note 2 of Notes to Consolidated Financial Statements.

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FY 2023 10-K MD&A

SEC filing source: 0000840489-24-000042.

Extracted structurally from real Item 7 body heading to real Item 7A/8 boundary. Confidence: high. Filing date: 2024-02-05. Report date: 2023-12-31.

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

General

The Company’s primary business line is the operation of retail pawn stores, also known as “pawnshops,” which focus on serving cash- and credit-constrained consumers. The Company is the leading operator of pawn stores in the U.S. and Latin America. Pawn stores help customers meet small short-term cash needs by providing non-recourse pawn loans and buying merchandise directly from customers. Personal property, such as jewelry, electronics, tools, appliances, sporting goods and musical instruments, is pledged and held as collateral for the pawn loans over the typical 30-day term of the loan. Pawn stores also generate retail sales primarily from the merchandise acquired through collateral forfeitures and over-the-counter purchases from customers.

The Company is also a leading provider of technology-driven, retail POS payment solutions focused on serving credit-constrained consumers. The Company’s retail POS payment solutions business line consists solely of the operations of AFF, which focuses on LTO products and facilitating other retail financing payment options across a large network of traditional and e-commerce merchant partners in all 50 states in the U.S., the District of Columbia and Puerto Rico. AFF’s retail partners provide consumer goods and services to their customers and use AFF’s LTO and retail finance solutions to facilitate payments on such transactions.

The Company’s two business lines are organized into three reportable segments. The U.S. pawn segment consists of pawn operations in the U.S., while the Latin America pawn segment consists of pawn operations in Mexico, Guatemala, Colombia and El Salvador. The retail POS payment solutions segment consists of the operations of AFF in the U.S. and Puerto Rico. Financial information regarding the Company’s revenue and long-lived assets by geographic area is provided in Note 17 of Notes to Consolidated Financial Statements.

Critical Accounting Estimates

The preparation of financial statements in conformity with accounting principles generally accepted in the United States of America (“GAAP”) requires management to make estimates, assumptions and judgments that affect the reported amounts of assets and liabilities, related revenue and expenses, and disclosure of gain and loss contingencies at the date of the financial statements. Such estimates, assumptions and judgments are subject to a number of risks and uncertainties, which may cause actual results to differ materially from the Company’s estimates.

The critical accounting policies and estimates that could have a significant impact on the Company’s results of operations are described in Note 2 of Notes to Consolidated Financial Statements. The Company believes the following critical accounting policies describe the more significant judgments and estimates used in the preparation of its consolidated financial statements.

Pawn loans and revenue recognition — Pawn loans are secured by the customer’s pledge of tangible personal property, which the Company holds during the term of the loan. If a pawn loan defaults, the Company relies on the sale of the pawned property to recover the principal amount of an unpaid pawn loan, plus a yield on the investment, as the Company’s pawn loans are non-recourse against the customer. The Company accrues pawn loan fee revenue on a constant-yield basis over the life of the pawn loan for all pawns for which the Company deems collection to be probable based on historical pawn redemption statistics, which is included in accounts receivable, net in the accompanying consolidated balance sheets. If the pawn loan is not repaid prior to the expiration of the pawn loan term, including any extension or grace period, if applicable, the principal amount loaned becomes the inventory carrying value of the forfeited collateral, which is typically recovered through sales of the forfeited items at prices well above the carrying value. The Company has determined no allowance related to credit losses on pawn loans is required, as the fair value of the pledged collateral is significantly in excess of the pawn loan amount.

Pawn inventories and revenue recognition — Pawn inventories represent merchandise acquired from forfeited pawn loans and merchandise purchased directly from the general public. The Company also retails limited quantities of new or refurbished merchandise obtained directly from wholesalers and manufacturers. Pawn inventories from forfeited pawn loans are recorded at the amount of the pawn principal on the unredeemed goods, exclusive of accrued interest. Pawn inventories purchased directly from customers, wholesalers and manufacturers are recorded at cost. The cost of pawn inventories is determined on the specific identification method. Pawn inventories are stated at the lower of cost or net realizable value and, accordingly, valuation allowances are established if pawn inventory carrying values are in excess of estimated selling prices, net of direct costs of disposal. Management has evaluated pawn inventories and determined that a valuation allowance is not necessary.

The Company’s merchandise sales are primarily retail sales to the general public in its pawn stores. The Company records sales revenue at the time of the sale. The Company presents merchandise sales net of any sales or value-added taxes collected. Some jewelry inventory is melted and processed at third-party facilities, and the precious metal and diamond content is sold at either

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prevailing market commodity prices or a previously agreed upon price with a commodity buyer. The Company records revenue from these wholesale scrap jewelry transactions when a price has been agreed upon and the Company ships the commodity to the buyer.

Leased merchandise and revenue recognition — The Company provides merchandise, consisting primarily of furniture and mattresses, appliances, jewelry, electronics and automotive products, to customers of its merchant partners for lease under certain terms agreed to by the customer. The customer has the right to acquire the title either through an early buyout option or through payment of all required lease payments. The Company maintains ownership of the leased merchandise until all payment obligations are satisfied under the lease agreement. The customer has the right to cancel the lease at any time by returning the merchandise. Leased merchandise contracts can typically be renewed for weekly, bi-weekly, semi-monthly, and monthly renewal periods and are generally renewed for between six and 24 months. Leased merchandise is stated at depreciated cost. The Company depreciates leased merchandise over the life of the lease and assumes no salvage value. Depreciation is accelerated upon an early buyout. All of the Company’s leased merchandise represents on-lease merchandise and all leases are operating leases.

Lease income is recognized over the lease term and is recorded net of any sales taxes collected. Charges for late fees and insufficient fund fees are recognized as income when collected. Initial direct costs related to the Companyʼs lease agreements are added to the basis of the leased property and recognized over the lease term in proportion to the recognition of lease income. The Company typically charges the customer a non-refundable processing fee at lease inception and may also receive a discount from or pay a premium to certain merchant partners for leases originated at their locations, which are deferred and amortized using the straight-line method as adjustments to lease income over the contractual life of the related leased merchandise. Unamortized fees, discounts and premiums are recognized in full upon early buyout or charge-off.

The Company accrues lease income earned but not yet collected as accrued rent receivable, which is included in accounts receivable, net in the accompanying consolidated balance sheets. Alternatively, lease payments received in excess of the amount earned are recognized as deferred revenue, which is included in customer deposits and prepayments in the accompanying consolidated balance sheets. Customer payments are first applied to applicable sales tax and scheduled lease payments, then applied to any uncollected fees, such as late fees and insufficient fund fees. The Company collects sales taxes on behalf of the customer and remits all applicable sales taxes collected to the respective jurisdiction.

Provision for lease losses — The Company records a provision for lease losses on an allowance method, which estimates the leased merchandise losses incurred but not yet identified by management as of the end of the accounting period. The allowance for lease losses is based primarily upon historical loss experience, with consideration given to recent and forecasted business trends including, but not limited to, loss trends, delinquency levels, economic conditions, underwriting and collection practices.

The Company charges off leased merchandise when a lease is 90 days or more contractually past due. If an account is deemed to be uncollectible prior to this date, the Company will charge off the leased merchandise at the point in time it is deemed uncollectible.

Finance receivables and revenue recognition — The Company purchases and services retail finance receivables, the term of which typically range from six to 24 months, directly from its merchant partners or from its bank partner. The Company has a partnership with a Utah state-chartered bank that requires the Company to purchase the rights to the cash flows associated with finance receivables marketed to retail consumers on the bank’s behalf. The bank establishes the underwriting criteria for the finance receivables originated by the bank.

Interest income is recognized using the interest method over the life of the finance receivable for all loans for which the Company deems collection to be probable based on historical loan redemption statistics and stops accruing interest upon charge-off. Charges for late fees and insufficient fund fees are recognized as income when collected. The Company receives an origination fee on newly purchased bank loans and may receive a discount from or pay a premium to certain merchant partners for finance receivables purchased from them, which are deferred and amortized using the interest method as adjustments to yield over the contractual life of the related finance receivable. Unamortized origination fees, discounts and premiums are recognized in full upon early payoff or charge-off.

The Company offers customers an early payoff discount on most of its finance receivables, whereby the customer has between 90 and 101 days to pay the full principal balance without incurring any interest charge. If the borrower does not pay the full principal balance prior to the expiration of the early payoff discount period, interest charges are applied retroactively to the inception date of the loan. The Company accrues interest income during the early payoff discount period but records a reserve for loans expected to pay the full principal balance prior to the expiration of the early payoff discount period based on historical payment patterns.

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Provision for loan losses — Expected lifetime losses on finance receivables are recognized upon loan purchase, which requires the Company to make its best estimate of probable lifetime losses at the time of purchase. The Company segments its finance receivable portfolio into pools of receivables with similar risk characteristics, which include loan product and monthly origination vintage, and evaluates each pool for impairment.

The Company calculates the allowance for loan losses based on historical loss information and incorporates observable and forecasted economic conditions over a reasonable and supportable forecast period covering the full contractual life of finance receivables. Incorporating observable and forecasted economic conditions could have a material impact on the measurement of the allowance to the extent that forecasted economic conditions change significantly. The Company may also consider other qualitative factors to address recent and forecasted business trends in estimating the allowance, as necessary, including, but not limited to, loss trends, delinquency levels, economic conditions, underwriting and collection practices. The allowance for loan losses is maintained at a level considered appropriate to cover expected lifetime losses on the finance receivable portfolio, and the appropriateness of the allowance is evaluated at each period end.

The Company charges off finance receivables when a receivable is 90 days or more contractually past due. If an account is deemed to be uncollectible prior to this date, the Company will charge off the finance receivable at the point in time it is deemed uncollectible.

Business combinations — Business combination accounting requires the Company to determine the fair value of all assets acquired, including identifiable intangible assets, liabilities assumed and contingent consideration issued in a business combination. The total consideration of the acquisition is allocated to the assets and liabilities in amounts equal to the estimated fair value of each asset and liability as of the acquisition date, and any remaining acquisition consideration is classified as goodwill. This allocation process requires extensive use of estimates and assumptions. When appropriate, the Company utilizes independent valuation experts to advise and assist in determining the fair value of the assets acquired and liabilities assumed in connection with a business acquisition, in determining appropriate amortization methods and periods for identified intangible assets and in determining the fair value of contingent consideration, which is reviewed at each subsequent reporting period with changes in the fair value of the contingent consideration recognized in the consolidated statement of income. See Note 3 of Notes to Consolidated Financial Statements.

Goodwill and other indefinite-lived intangible assets — Goodwill represents the excess of the purchase price over the fair value of the net assets acquired in each business combination. The Company performs its goodwill impairment assessment annually as of October 1, and between annual assessments if an event occurs or circumstances change that would more likely than not reduce the fair value of a reporting unit below its carrying amount. The Company’s reporting units, which are tested for impairment, are U.S. pawn, Latin America pawn and retail POS payment solutions. The Company assesses goodwill for impairment at a reporting unit level by first assessing a range of qualitative factors, including, but not limited to, macroeconomic conditions, industry conditions, the competitive environment, changes in the market for the Company’s products and services, regulatory and political developments, entity specific factors, such as strategy and changes in key personnel, and overall financial performance. If, after completing this assessment, it is determined that it is more likely than not that the fair value of a reporting unit is less than its carrying value, the Company proceeds to the quantitative impairment testing methodology. See Note 14 of Notes to Consolidated Financial Statements.

The Company’s other material, indefinite-lived intangible assets consist of certain trade names and pawn licenses. The Company performs its indefinite-lived intangible asset impairment assessment annually as of December 31, and between annual assessments if an event occurs or circumstances change that would more likely than not reduce the fair value of an indefinite-lived intangible asset below its carrying amount. See Note 14 of Notes to Consolidated Financial Statements.

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Results of Operations

2023 Consolidated Operating Results Highlights

The following table sets forth revenue, net income, diluted earnings per share, adjusted net income, adjusted diluted earnings per share, EBITDA and adjusted EBITDA for the year ended December 31, 2023 as compared to the year ended December 31, 2022 (in thousands, except per share amounts):

Year Ended December 31,
As Reported (GAAP)Adjusted (Non-GAAP)
2023202220232022
Revenue$3,151,796$2,728,942$3,151,796$2,771,599
Net income$219,301$253,495$276,874$245,737
Diluted earnings per share$4.80$5.36$6.06$5.19
EBITDA (non-GAAP measure)$493,784$496,860$511,732$437,344
Weighted-average diluted shares45,69347,33045,69347,330

See “Non-GAAP Financial Information—Adjusted Net Income and Adjusted Diluted Earnings Per Share and —Earnings Before Interest, Taxes, Depreciation and Amortization (EBITDA) and Adjusted EBITDA” below.

The following charts present net income, adjusted net income, diluted earnings per share, adjusted diluted earnings per share, EBITDA, adjusted EBITDA, revenue and adjusted revenue for the years ended December 31, 2023, 2022 and 2021 (in millions, except per share amounts):

* Non-GAAP financial measures. See “Non-GAAP Financial Information” for additional discussion of non-GAAP financial measures.

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Operating Results for the Twelve Months Ended December 31, 2023 Compared to the Twelve Months Ended December 31, 2022

The COVID-19 pandemic and government responses thereto had an initial adverse and material impact on pawn loan demand in 2020, which negatively impacted pawn receivables, inventories and revenues. This initial adverse impact in pawn loan demand was offset in large part by a positive impact in merchandise sales, especially among stay-at-home products, which were enhanced by federal stimulus payments directly to consumers. Throughout 2021 and 2022, as the contributory impacts of the pandemic normalized, pawn loan demand steadily recovered and pawn receivables, inventories and revenues are now ahead of pre-pandemic levels. Inflationary pressures on the Company’s customer base helped drive further demand for consumer credit, which contributed to the recovery in pawn loan demand.

The following tables and related discussion set forth key operating and financial data for the Company’s operations by reporting segment as of and for the years ended December 31, 2023 and 2022. For similar operating and financial data and discussion of the Company’s 2022 results compared to its 2021 results, refer to Item 7, “Management’s Discussion and Analysis of Financial Condition and Results of Operations” under Part II of the Company’s Annual Report on Form 10-K for the year ended December 31, 2022, which was filed with the SEC on February 6, 2023.

Stores included in the same-store calculations presented in the U.S. pawn segment and Latin America pawn segment sections below are those stores that were opened or acquired prior to the beginning of the prior-year comparative period and remained open through the end of the reporting period. Also included are stores that were relocated during the applicable period within a specified distance and are serving the same market, where there is not a significant change in store size, and where there is not a significant overlap or gap in timing between the opening of the new store and the closing of the existing store.

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U.S. Pawn Segment

The following table presents segment pre-tax operating income and other operating metrics of the U.S. pawn segment for the year ended December 31, 2023 compared to the year ended December 31, 2022 (dollars in thousands). Operating expenses include salary and benefit expense of pawn store-level employees, occupancy costs, bank charges, security, insurance, utilities, supplies and other costs incurred by the pawn stores.

Year Ended
December 31,
20232022Increase
U.S. Pawn Segment
Revenue:
Retail merchandise sales$854,190$818,5484%
Pawn loan fees435,762373,41617%
Wholesale scrap jewelry sales78,57163,00425%
Total revenue1,368,5231,254,9689%
Cost of revenue:
Cost of retail merchandise sold490,544478,7182%
Cost of wholesale scrap jewelry sold64,54554,89318%
Total cost of revenue555,089533,6114%
Net revenue813,434721,35713%
Segment expenses:
Operating expenses451,543407,03911%
Depreciation and amortization25,58523,20510%
Total segment expenses477,128430,24411%
Segment pre-tax operating income$336,306$291,11316%
Operating metrics:
Retail merchandise sales margin43%42%
Net revenue margin59%57%
Segment pre-tax operating margin25%23%

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The following table details earning assets, which consist of pawn loans and inventories as well as other earning asset metrics of the U.S. pawn segment, as of December 31, 2023 as compared to December 31, 2022 (dollars in thousands, except as otherwise noted):

As of December 31,
20232022Increase
U.S. Pawn Segment
Earning assets:
Pawn loans$344,152$282,08922%
Inventories221,843202,59410%
$565,995$484,68317%
Average outstanding pawn loan amount (in ones)$258$2474%
Composition of pawn collateral:
General merchandise30%30%
Jewelry70%70%
100%100%
Composition of inventories:
General merchandise43%41%
Jewelry57%59%
100%100%
Percentage of inventory aged greater than one year1%1%
Inventory turnover (trailing twelve months cost of merchandise sales divided by average inventories)2.8 times2.7 times

Retail Merchandise Sales Operations

U.S. retail merchandise sales increased 4% to $854.2 million during 2023 compared to $818.5 million for 2022. Same-store retail sales decreased 2% during 2023 compared to 2022. The increase in total retail sales was primarily due to sales contributions from acquired stores, whereas the decrease in same-store retail sales was primarily due to lower than normal inventory levels in these locations during much of 2023 compared to 2022. During 2023, the gross profit margin on retail merchandise sales in the U.S. was 43% compared to a margin of 42% during 2022, reflecting continued demand for value-priced, pre-owned merchandise and low levels of aged inventory.

U.S. inventories increased 10% from $202.6 million at December 31, 2022 to $221.8 million at December 31, 2023. The increase was primarily due to inventories at acquired stores and a modest increase in same-store inventories. Inventories aged greater than one year in the U.S. were 1% at both December 31, 2023 and 2022.

Pawn Lending Operations

U.S. pawn loan receivables as of December 31, 2023 increased 22% in total and 14% on a same-store basis compared to December 31, 2022. The increase in total pawn receivables was due to incremental pawn loans from acquired stores and an increase in same-store pawn receivables, which the Company believes was primarily due to continued inflationary pressures driving additional demand for pawn loans and tightened underwriting for other competing forms of consumer credit.

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U.S. pawn loan fees increased 17% to $435.8 million during 2023 compared to $373.4 million for 2022. Same-store pawn loan fees increased 11% during 2023 compared to 2022. The increase in total and same-store pawn loan fees was primarily due to higher average pawn receivables and increased portfolio yield, driven by slightly improved customer redemption rates.

Segment Expenses

U.S. store operating expenses increased 11% to $451.5 million during 2023 compared to $407.0 million during 2022. The increase in operating expenses was primarily due to acquired stores and a 5% increase in same-store operating expenses primarily due to inflationary increases in wages and certain other operating costs and increased store-level incentive compensation, driven by increased net revenues and segment profit during 2023 compared to 2022.

Segment Pre-Tax Operating Income

The U.S. segment pre-tax operating income for 2023 was $336.3 million, which generated a pre-tax segment operating margin of 25% compared to $291.1 million and 23% in the prior year, respectively. The increase in the segment pre-tax operating income and margin reflected an improved net revenue margin partially offset by the increase in segment expenses.

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Latin America Pawn Segment

Latin America pawn segment pre-tax operating income for 2023 compared to 2022 benefited from an 11% favorable change in the average value of the Mexican peso compared to the U.S. dollar. The translated value of Latin American earning assets as of December 31, 2023 compared to December 31, 2022 also benefited from a 13% favorable change in the end-of-period Mexican peso compared to the U.S. dollar. Constant currency results are non-GAAP financial measures, which exclude the effects of foreign currency translation and are calculated by translating current-year results at prior-year average exchange rates. See the “Constant Currency Results” section in “Non-GAAP Financial Information” below for additional discussion of constant currency operating results.

The following table presents segment pre-tax operating income and other operating metrics of the Latin America pawn segment for the year ended December 31, 2023 as compared to the year ended December 31, 2022 (dollars in thousands). Operating expenses include salary and benefit expense of pawn store-level employees, occupancy costs, bank charges, security, insurance, utilities, supplies and other costs incurred by the pawn stores.

Constant Currency Basis
Year Ended
Year EndedDecember 31,Increase /
December 31,2023(Decrease)
20232022Increase(Non-GAAP)(Non-GAAP)
Latin America Pawn Segment
Revenue:
Retail merchandise sales$533,612$447,52319%$474,7446%
Pawn loan fees222,774187,97419%198,0135%
Wholesale scrap jewelry sales46,91739,96917%46,91717%
Total revenue803,303675,46619%719,6747%
Cost of revenue:
Cost of retail merchandise sold345,309288,44920%307,4427%
Cost of wholesale scrap jewelry sold37,27633,41112%33,006(1)%
Total cost of revenue382,585321,86019%340,4486%
Net revenue420,718353,60619%379,2267%
Segment expenses:
Operating expenses243,146193,25426%217,50713%
Depreciation and amortization21,35018,32517%19,1995%
Total segment expenses264,496211,57925%236,70612%
Segment pre-tax operating income$156,222$142,02710%$142,520%
Operating metrics:
Retail merchandise sales margin35%36%35%
Net revenue margin52%52%53%
Segment pre-tax operating margin19%21%20%

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The following table details earning assets, which consist of pawn loans and inventories as well as other earning asset metrics of the Latin America pawn segment, as of December 31, 2023 as compared to December 31, 2022 (dollars in thousands, except as otherwise noted):

Constant Currency Basis
As of
December 31,Increase /
As of December 31,2023(Decrease)
20232022Increase(Non-GAAP)(Non-GAAP)
Latin America Pawn Segment
Earning assets:
Pawn loans$127,694$108,52818%$112,1103%
Inventories90,24685,7455%79,218(8)%
$217,940$194,27312%$191,328(2)%
Average outstanding pawn loan amount (in ones)$95$8314%$841%
Composition of pawn collateral:
General merchandise63%67%
Jewelry37%33%
100%100%
Composition of inventories:
General merchandise67%71%
Jewelry33%29%
100%100%
Percentage of inventory aged greater than one year1%1%
Inventory turnover (trailing twelve months cost of merchandise sales divided by average inventories)4.4 times4.2 times

Retail Merchandise Sales Operations

Latin America retail merchandise sales increased 19% (6% on a constant currency basis) to $533.6 million during 2023 compared to $447.5 million for 2022. Same-store retail sales increased 18% (5% on a constant currency basis) during 2023 compared to 2022. The increase in total and same-store retail sales was primarily due to greater demand for value-priced consumer goods, with such demand believed to be driven in part by the impact of increases in government-mandated minimum wage and benefit programs in Mexico benefiting many cash-constrained consumers. The gross profit margin on retail merchandise sales was 35% during 2023 compared to 36% during 2022.

Latin America inventories increased 5% (8% decrease on a constant currency basis) from $85.7 million at December 31, 2022 to $90.2 million at December 31, 2023. The decrease in constant currency inventories was primarily due to the greater demand for value-priced consumer goods mentioned above and slightly lower pawn loan forfeiture rates in 2023 compared to 2022. Inventories aged greater than one year in Latin America were 1% at both December 31, 2023 and 2022.

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Pawn Lending Operations

Latin America pawn loan receivables increased 18% (3% on a constant currency basis) as of December 31, 2023 compared to December 31, 2022. On a same-store basis, pawn loan receivables increased 17% (3% on a constant currency basis) as of December 31, 2023 compared to December 31, 2022. The smaller than expected increase in constant currency total and same-store pawn receivables is believed to be driven in part by the impact of increases in government-mandated minimum wage and benefit programs in Mexico that benefited many cash-constrained consumers.

Latin America pawn loan fees increased 19% (5% on a constant currency basis), to $222.8 million during 2023 compared to $188.0 million for 2022. Same-store pawn loan fees increased 18% (5% on a constant currency basis) during 2023 compared to 2022. The increase in total and same-store constant currency pawn loan fees was primarily due to increased pawn receivable balances.

Segment Expenses

Store operating expenses increased 26% (13% on a constant currency basis) to $243.1 million during 2023 compared to $193.3 million during 2022. Same-store operating expenses increased 24% (11% on a constant currency basis) compared to the prior year. The increase in total and same-store operating expenses was primarily driven by general inflationary impacts and increases in the federally mandated minimum wage and increased costs of required employee benefit programs.

Segment Pre-Tax Operating Income

The segment pre-tax operating income for 2023 was $156.2 million, which generated a pre-tax segment operating margin of 19% compared to $142.0 million and 21% in the prior year, respectively. The increase in the segment pre-tax operating income reflected an increase in net revenue, partially offset by the increase in segment expenses.

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Retail POS Payment Solutions Segment

Retail POS Payment Solutions Operating Results

The following table presents segment pre-tax operating income of the retail POS payment solutions segment for the year ended December 31, 2023 as compared to the year ended December 31, 2022 (dollars in thousands). Operating expenses include salary and benefit expenses of certain operations-focused departments, merchant partner incentives, bank and other payment processing charges, credit reporting costs, information technology costs, advertising costs and other operational costs incurred by AFF.

Adjusted (1)
Year Ended
Year EndedDecember 31,
December 31,2022Increase
20232022Increase(Non-GAAP)(Non-GAAP)
Retail POS Payment Solutions Segment
Revenue:
Leased merchandise income$752,682$622,16321%$622,16321%
Interest and fees on finance receivables233,818181,28029%223,9374%
Total revenue986,500803,44323%846,10017%
Cost of revenue:
Depreciation of leased merchandise413,546354,10417%346,40719%
Provision for lease losses177,418140,11827%140,11827%
Provision for loan losses123,030118,5024%118,5024%
Total cost of revenue713,994612,72417%605,02718%
Net revenue272,506190,71943%241,07313%
Segment expenses:
Operating expenses137,460128,6167%128,6167%
Depreciation and amortization3,0302,9124%2,9124%
Total segment expenses140,490131,5287%131,5287%
Segment pre-tax operating income$132,016$59,191123%$109,54521%

(1)As a result of purchase accounting, AFF’s as reported amounts for 2022 contain significant fair value adjustments. The adjusted amounts for 2022 exclude these fair value purchase accounting adjustments.

The following table provides a detail of gross transaction volumes originated during the year ended December 31, 2023 as compared to the year ended December 31, 2022 (dollars in thousands):

Years Ended
December 31,
20232022Increase
Leased merchandise$623,069$518,17320%
Finance receivables405,765333,05222%
Total gross transaction volume$1,028,834$851,22521%

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The following table details retail POS payment solutions earning assets as of December 31, 2023 as compared to December 31, 2022 (dollars in thousands):

As of December 31,
20232022Increase
Leased merchandise, net:
Leased merchandise, before allowance for lease losses$267,458$233,97414%
Less allowance for lease losses(95,752)(79,576)20%
Leased merchandise, net (1)$171,706$154,39811%
Finance receivables, net:
Finance receivables, before allowance for loan losses$210,355$188,32712%
Less allowance for loan losses(96,454)(84,833)14%
Finance receivables, net$113,901$103,49410%

(1)Includes $0.5 million and $1.1 million of intersegment transactions as of December 31, 2023 and 2022, respectively, related to the Company offering AFF’s LTO payment solution in its U.S. pawn stores that are eliminated upon consolidation. Excluding the intersegment transactions, consolidated net leased merchandise as of December 31, 2023 and 2022 totaled $171.2 million and $153.3 million, respectively.

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The following table details the changes in the allowance for lease and loan losses and other portfolio metrics during the year ended December 31, 2023 as compared to the year ended December 31, 2022 (dollars in thousands):

Adjusted (5)
Year Ended
Year EndedDecember 31,
December 31,2022Increase
20232022Increase(Non-GAAP)(Non-GAAP)
Allowance for lease losses:
Balance at beginning of period$79,576$5,4421,362%$66,96819%
Provision for lease losses (1)177,418140,11827%140,11827%
Charge-offs(167,952)(70,343)139%(131,869)27%
Recoveries6,7104,35954%4,35954%
Balance at end of period$95,752$79,57620%$79,57620%
Leased merchandise portfolio metrics:
Provision rate (2)28%27%
Average monthly net charge-off rate (3)5.4%4.9%
Delinquency rate (4)21.7%21.0%
Allowance for loan losses:
Balance at beginning of period$84,833$75,57412%
Provision for loan losses123,030118,5024%
Charge-offs(117,961)(114,535)3%
Recoveries6,5525,29224%
Balance at end of period$96,454$84,83314%
Finance receivables portfolio metrics:
Provision rate (2)30%36%
Average monthly net charge-off rate (3)4.7%4.5%
Delinquency rate (4)21.8%20.7%

(1)Includes a provision increase of $1.6 million and $0.6 million from intersegment transactions during 2023 and 2022, respectively, related to the Company offering AFF’s LTO payment solution in its U.S. pawn stores that are eliminated upon consolidation. Excluding the intersegment transactions, the provision for lease losses during 2023 and 2022 totaled $175.9 million and $139.5 million, respectively.

(2)Calculated as provision for lease or loan losses as a percentage of the respective gross transaction volume originated.

(3)Calculated as charge-offs, net of recoveries, as a percentage of the respective average earning asset balance before allowance for lease or loan losses (adjusted to exclude any fair value purchase accounting adjustments, as applicable).

(4)Calculated as the percentage of the respective contractual earning asset balance owed that is 1 to 89 days past due (the Company charges off leases and finance receivables when they are 90 days or more contractually past due).

(5)As a result of purchase accounting, AFF’s as reported allowance for lease losses during 2022 contains significant fair value adjustments. The adjusted amounts during 2022 exclude these fair value purchase accounting adjustments. As a result of the significance of these accounting adjustments, the Company does not believe that the unadjusted leased merchandise portfolio metrics during 2022 provide a useful comparison against the 2023 amounts.

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LTO Operations

Leased merchandise, before allowance for lease losses, increased 14% as of December 31, 2023 compared to December 31, 2022. This increase was primarily due to increased transaction volumes from new merchant locations added since December 31, 2022.

The allowance for lease losses increased 20% to $95.8 million as of December 31, 2023 compared to $79.6 million as of December 31, 2022. As a percentage of lease merchandise, the allowance increased from 34% at December 31, 2022 to 36% at December 31, 2023. This increase was primarily due to the 20% increase in gross transaction volume and a slight increase in lease loss provisioning rates used during 2023 compared to 2022.

Leased merchandise income increased 21% to $752.7 million during 2023 compared to $622.2 million during 2022, which was primarily due to the higher leased merchandise balances.

Depreciation of leased merchandise increased 17% to $413.5 million during 2023 compared to $354.1 million during 2022. On an adjusted basis, excluding the impacts of fair value purchase accounting, depreciation of leased merchandise increased 19%. The increase was primarily due to higher leased merchandise balances. As a percentage of leased merchandise income, depreciation of leased merchandise decreased slightly from 56% during 2022 (adjusted to exclude purchase accounting adjustments) to 55% during 2023.

Provision for lease losses increased 27% to $177.4 million during 2023 compared to $140.1 million during 2022, which was primarily due to the 20% increase in gross transaction volumes and an increase in lease loss provisioning rates used during 2023 compared to 2022, as a result of slightly higher net charge-off rates during 2023 compared to 2022 and slightly higher delinquency rates as of December 31, 2023 compared to December 31, 2022. As a percentage of gross transaction volume, the provision for lease losses increased from 27% during 2022 to 28% during 2023.

Retail Finance Operations

Finance receivables, before allowance for loan losses, increased 12% as of December 31, 2023 compared to December 31, 2022. This increase in the outstanding receivable balance was primarily due to increased transaction volumes from new merchant locations added since December 31, 2022.

The allowance for loan losses increased 14% to $96.5 million as of December 31, 2023 compared to $84.8 million as of December 31, 2022. As a percentage of finance receivables, the allowance increased from 45% at December 31, 2022 to 46% at December 31, 2023. This increase was primarily due to the 22% increase in gross transaction volume compared to 2022.

Interest and fees on finance receivables increased 29% to $233.8 million during 2023 compared to $181.3 million during 2022. On an adjusted basis, excluding the impacts of fair value purchase accounting, interest and fees on finance receivables increased 4% which was primarily due to higher average year-over-year finance receivable balances, partially offset by a slight decline in portfolio yield primarily as a result of AFF expanding its offerings and merchant relationships in certain services sector verticals in 2023, some of which provide slightly lower interest rates.

Provision for loan losses increased 4% to $123.0 million during 2023 compared to $118.5 million during 2022, which was primarily due to the 22% increase in gross transaction volumes, mostly offset by a decrease in loan loss provisioning rates used during 2023 compared to 2022. As a percentage of gross transaction volume, the provision for loan losses decreased from 36% during 2022 to 30% during 2023. The 2022 loan loss provisioning rates, especially during the third and fourth quarters of 2022, were elevated as a result of slightly higher expected charge-offs on certain loan products. However, those actual charge-offs came in lower than expected, resulting in some release of loan loss reserves in the first half of 2023.

Segment Expenses

Operating expenses increased 7% to $137.5 million during 2023 compared to $128.6 million during 2022, which was primarily due to the 21% increase in gross transaction volumes, partially offset by lower receivable acquisition costs and the realization of information technology cost synergies from the Company’s acquisition of AFF. As a percentage of segment revenues, operating expenses decreased slightly from 15% during 2022 (adjusted to exclude purchase accounting adjustments) to 14% during 2023.

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Segment Pre-Tax Operating Income

The retail POS payment solutions segment pre-tax operating income during 2023 was $132.0 million compared to $59.2 million during 2022. The increase was primarily the result of fair value purchase accounting and increased segment income resulting from increases in net revenue, partially offset by the increase in segment expenses. On an adjusted basis, excluding the impacts of fair value purchase accounting, segment pre-tax operating income during 2022 was $109.5 million.

Consolidated Results of Operations

The following table reconciles pre-tax operating income of the Company’s U.S. pawn segment, Latin America pawn segment and retail POS payment solutions segment, discussed above, to consolidated net income for the year ended December 31, 2023 as compared to the year ended December 31, 2022 (dollars in thousands):

Year Ended December 31,Increase /
20232022(Decrease)
Consolidated Results of Operations
Segment pre-tax operating income:
U.S. pawn$336,306$291,11316%
Latin America pawn156,222142,02710%
Retail POS payment solutions (1)132,01659,191123%
Intersegment eliminations (2)581(1,096)(153)%
Consolidated segment pre-tax operating income625,125491,23527%
Corporate expenses and other income:
Administrative expenses176,315147,94319%
Depreciation and amortization59,19659,390%
Interest expense93,24370,70832%
Interest income(1,469)(1,313)12%
Gain on foreign exchange(1,529)(585)161%
Merger and acquisition expenses7,9223,739112%
Gain on revaluation of contingent acquisition consideration(109,549)100%
Other expenses (income), net(1,402)(2,731)49%
Total corporate expenses and other income332,276167,60298%
Income before income taxes292,849323,633(10)%
Provision for income taxes73,54870,1385%
Net income$219,301$253,495(13)%

(1)The AFF segment results for 2022 are significantly impacted by certain purchase accounting adjustments, as noted in the retail POS payment solutions segment results of operations above. Adjusted retail POS payment solutions segment pre-tax operating income, excluding such purchase accounting adjustments, was $109.5 million for 2022.

(2)Represents the elimination of intersegment transactions related to the Company offering AFF’s LTO payment solution in its U.S. pawn stores. For further detail, see Note 17 of Notes to Consolidated Financial Statements.

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Corporate Expenses and Taxes

Administrative expenses increased 19% to $176.3 million during 2023 compared to $147.9 million during 2022, primarily due to increased incentive compensation expense, certain non-recurring AFF administrative expenses, the increase in pawn store count, including recent acquisitions, and an 11% change in the average value of the Mexican peso resulting in higher U.S. dollar translated administrative expenses in Latin America. As a percentage of revenue, administrative expenses increased from 5% during 2022 to 6% during 2023.

Interest expense increased 32% to $93.2 million during 2023 compared to $70.7 million for 2022, primarily due to both higher floating interest rates and increased amounts outstanding on the Company’s unsecured bank credit facilities. See Note 11 of Notes to Consolidated Financial Statements and “Liquidity and Capital Resources.”

Merger and acquisition expenses increased 112% to $7.9 million during 2023 compared to $3.7 million during 2022, reflecting an increased level of acquisition activity in 2023 compared to 2022.

The Company recognized a gain on revaluation of contingent acquisition consideration of $109.5 million during 2022 as a result of a decrease in the liability for the estimated fair value of certain contingent consideration related to the AFF Acquisition. See Note 6 of Notes to Consolidated Financial Statements.

Consolidated effective income tax rates for 2023 and 2022 were 25.1% and 21.7%, respectively. The increase in the effective tax rate was primarily due to a $4.6 million permanent domestic tax benefit recognized during 2022 related to the $109.5 million gain on revaluation of certain contingent consideration related to the AFF acquisition and a decreased foreign permanent tax benefit recorded in 2023 compared to 2022, all related to a decreased inflation index adjustment allowed in Mexico as a result of moderating inflation. See Note 12 of Notes to Consolidated Financial Statements.

Liquidity and Capital Resources

Material Capital Requirements

The Company’s primary capital requirements include the following:

•Expand pawn operations through growth of pawn receivables and inventories in existing stores, new store openings, strategic acquisitions of pawn stores and purchases of underlying real estate at existing locations;

•Expand retail POS payment solutions operations through growth of the business generated from new and existing merchant partners; and

•Return capital to shareholders through dividends and stock repurchases.

Other material capital requirements include operating expenses (see Note 4 of Notes to Consolidated Financial Statements regarding operating lease commitments), maintenance capital expenditures related to its facilities, technology platforms, general corporate operating activities, income tax payments and debt service, among others. Net interest expense is expected to increase in 2024 compared to 2023 due to (i) increased borrowings primarily undertaken to fund recent acquisitions and (ii) anticipated higher floating interest rates on the borrowings under the revolving credit facilities. The Company believes that net cash provided by operating activities and available and unused funds under its revolving unsecured credit facilities will be adequate to meet its liquidity and capital needs for these items over the next 12 months and also in the longer term beyond the next 12 months.

Expand Pawn Operations

The Company intends to continue expansion of its pawn operations through growth of pawn receivables and inventories in existing stores along with new store openings and acquisitions.

During 2023, the Company acquired 91 pawn stores in the U.S. and acquired two pawn licenses to open pawn stores in the state of Nevada for a cumulative purchase price of $178.6 million, net of cash acquired and subject to future post-closing adjustments. The Company evaluates potential acquisitions based upon growth potential, purchase price, available liquidity, strategic fit and quality of management personnel, among other factors.

For 2024, the Company expects to add approximately 75 store locations through new store openings and acquisitions. Future store openings are subject to the Company’s ability to identify locations in markets with attractive demographics, available real estate with favorable leases and limited competition.

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Although viewed by management as a discretionary expenditure not required to operate its pawn stores, the Company may continue to strategically purchase real estate from its landlords at existing stores or in conjunction with pawn store acquisitions as opportunities arise at reasonable valuations. The Company purchased the real estate at 44 store locations, primarily from landlords at existing stores, for a cumulative purchase price of $70.5 million during 2023.

Expand Retail POS Payment Solutions Operations

AFF expects to expand its business primarily by promoting and expanding relationships with both new and existing customers and retail merchant partners. In addition, AFF has made, and intends to continue to make, investments in its customer and merchant support operations and facilities, its technology platforms and its proprietary decisioning platforms and processes. In addition to utilizing cash flows generated from its own operations to fund expected 2024 growth, AFF has access to the additional sources of liquidity described below if needed to fund further expansion activities.

Return of Capital to Shareholders

In January 2024, the Company’s Board declared a $0.35 per share first quarter cash dividend on common shares outstanding, or an aggregate of $15.8 million based on the December 31, 2023 share count, to be paid on February 28, 2024 to stockholders of record as of February 14, 2024. While the Company currently expects to continue the payment of quarterly cash dividends, the amount, declaration and payment of cash dividends in the future (quarterly or otherwise) will be made by the Board, from time to time, subject to the Company’s financial condition, results of operations, business requirements, compliance with legal requirements, debt covenant restrictions and other relevant factors.

During 2023, the Company repurchased a total of 1,248,000 shares of common stock at an aggregate cost of $114.4 million and an average cost per share of $91.58. The aggregate cost and average cost per share does not include the effect of the 1% excise tax on certain share repurchases enacted under the inflation Reduction Act of 2022. The Company incurred $1.1 million of excise taxes during 2023. During 2022, the Company repurchased 2,204,000 shares of common stock at an aggregate cost of $157.9 million and an average cost per share of $71.63.

All repurchases during 2023 were conducted under the Company’s $100.0 million share repurchase program authorized in April 2022 and the $100.0 million share repurchase program authorized in October 2022 and such repurchases complete the authorizations under these programs. In July 2023, the Company’s Board of Directors authorized a new common stock repurchase program for up to $200.0 million of the Company’s outstanding common stock, of which the entire $200.0 million is currently remaining. The Company intends to continue repurchases under its active share repurchase program, including through open market transactions under trading plans in accordance with Rule 10b5-1 and Rule 10b-18 under the Exchange Act of 1934, as amended, subject to a variety of factors, including, but not limited to, the level of cash balances, liquidity needs, credit availability, debt covenant restrictions, general business and economic conditions, regulatory requirements, the market price of the Company’s stock, the Company’s dividend policy and the availability of alternative investment opportunities.

Sources of Liquidity

The Company regularly evaluates opportunities to optimize its capital structure, including through consideration of the issuance of debt or equity, to refinance existing debt and to enter into interest rate hedge transactions, such as interest rate swap agreements. As of December 31, 2023, the Company’s primary sources of liquidity were $127.0 million in cash and cash equivalents and $104.7 million of available and unused funds under the Company's revolving unsecured credit facilities, subject to certain financial covenants (see Note 11 of Notes to Consolidated Financial Statements). The Company had working capital of $971.0 million as of December 31, 2023.

On October 18, 2023, the Company amended its domestic Credit Facility. The total lender commitment under the amended facility, which is provided by a group of twelve commercial banks, was increased by $50.0 million, from $590.0 million to $640.0 million. The amended credit facility remains unsecured, and all other terms remained unchanged. In addition, in August 2023, the Company renewed and extended into 2027 the Mexico Credit Facility in the amount of $600.0 million Mexican pesos.

The Company’s cash and cash equivalents as of December 31, 2023 included $39.9 million held by its foreign subsidiaries. These cash balances, which are primarily held in Mexican pesos, are associated with foreign earnings the Company has asserted are indefinitely reinvested and which the Company primarily plans to use to support its continued growth plans outside the U.S. through funding of capital expenditures, acquisitions, operating expenses or other similar cash needs of the Company’s foreign operations. The Company elected to repatriate cash of $31.0 million from certain foreign subsidiaries during 2023.

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The Company’s liquidity is affected by a number of factors, including changes in general customer traffic and demand, pawn loan balances, loan-to-value ratios, collection of pawn fees, merchandise sales, inventory levels, LTO merchandise, finance receivable balances, collection of lease and finance receivable payments, seasonality, operating expenses, administrative expenses, expenses related to merger and acquisition activities, litigation-related expenses, tax rates, gold prices, foreign currency exchange rates and the pace of new pawn store expansion and acquisitions. Additionally, a prolonged reduction in earnings and EBITDA could limit the Company’s future ability to fully borrow on its credit facilities under current leverage covenants. Regulatory developments affecting the Company’s operations may also impact profitability and liquidity. See “Item 1. Business—Governmental Regulation.”

If needed, the Company could seek to raise additional funds from a variety of sources, including, but not limited to, repatriation of excess cash held in Latin America, the sale of assets, reductions in operating expenses, capital expenditures and dividends, the forbearance or deferral of operating expenses, the issuance of debt or equity utilizing other structured financing arrangements, the leveraging of currently unencumbered real estate owned by the Company and/or changes to its management of current assets. The characteristics of the Company’s current assets, specifically the ability to rapidly liquidate gold jewelry inventory, which accounts for 50% of total inventory, give the Company flexibility to quickly increase cash flow if necessary.

Cash Flows and Liquidity Metrics

The following tables set forth certain historical information with respect to the Company’s sources and uses of cash and other key indicators of liquidity (dollars in thousands):

Year Ended December 31,
202320222021
Cash flow provided by operating activities$416,142$469,305$223,304
Cash flow used in investing activities(462,332)(336,443)(744,637)
Cash flow provided by (used in) financing activities51,313(139,273)576,993
As of December 31,
202320222021
Working capital$971,009$835,133$737,151
Current ratio3.9:13.8:12.9:1

Cash Flow Provided by Operating Activities

Net cash provided by operating activities decreased $53.2 million, or 11%, from $469.3 million for 2022 to $416.1 million for 2023, as a decrease in net income of $34.2 million was partially offset by net changes in certain non-cash adjustments to reconcile net income to operating cash flow and net changes in other operating assets and liabilities (as detailed in the consolidated statements of cash flows).

Cash Flow Used in Investing Activities

Net cash used in investing activities increased $125.9 million, or 37%, from $336.4 million during 2022 to $462.3 million during 2023. Cash flows from investing activities are utilized primarily to fund acquisitions, purchases of furniture, fixtures, equipment and improvements, which includes capital expenditures for improvements to existing pawn stores and for new pawn store openings and other corporate assets, and discretionary purchases of store real property. In addition, cash flows related to the funding of new pawn loans, net of cash repayments and recovery of principal through the sale of inventories acquired from forfeiture of pawn collateral and changes in net finance receivables, are included in investing activities. During 2022, the portion of the AFF Acquisition consideration paid in cash, net of cash acquired, was $25.0 million. The Company paid $60.1 million for furniture, fixtures, equipment and improvements and $70.5 million for discretionary pawn store real property purchases during 2023 compared to $35.6 million and $82.9 million in 2022, respectively. The Company paid $181.3 million in cash related to pawn store acquisitions during 2023 compared to $71.8 million during 2022. The Company funded a net increase in pawn loans of $35.0 million during 2023 and $35.8 million during 2022. The Company funded a net increase in finance receivables of $115.4 million during 2023 and $85.4 million during 2022.

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Cash Flow Provided by Financing Activities

Net cash provided by financing activities increased $190.6 million, or 137%, from net cash used in financing activities of $139.3 million during 2022 to net cash provided by financing activities of $51.3 million during 2023. Net borrowings on the credit facilities were $230.3 million during 2023 compared to net borrowings of $80.0 million during 2022. The Company paid debt issuance costs of $0.3 million during 2023 compared to $1.8 million during 2022. The Company funded $114.4 million for share repurchases and paid dividends of $61.9 million during 2023, compared to funding $157.9 million of share repurchases and dividends paid of $59.6 million during 2022. In addition, the Company paid withholding taxes on net share settlements of restricted stock awards during 2023 of $2.5 million.

Non-GAAP Financial Information

The Company uses certain financial calculations such as adjusted net income, adjusted diluted earnings per share, EBITDA, adjusted EBITDA, free cash flow, adjusted free cash flow, adjusted retail POS payment solutions segment metrics and constant currency results as factors in the measurement and evaluation of the Company’s operating performance and period-over-period growth. The Company derives these financial calculations on the basis of methodologies other than GAAP, primarily by excluding from a comparable GAAP measure certain items the Company does not consider to be representative of its actual operating performance. These financial calculations are “non-GAAP financial measures” as defined under the SEC rules. The Company uses these non-GAAP financial measures in operating its business because management believes they are less susceptible to variances in actual operating performance that can result from the excluded items, other infrequent charges and currency fluctuations. The Company presents these financial measures to investors because management believes they are useful to investors in evaluating the primary factors that drive the Company’s core operating performance and provide greater transparency into the Company’s results of operations. However, items that are excluded and other adjustments and assumptions that are made in calculating these non-GAAP financial measures are significant components in understanding and assessing the Company’s financial performance. These non-GAAP financial measures should be evaluated in conjunction with, and are not a substitute for, the Company’s GAAP financial measures. Further, because these non-GAAP financial measures are not determined in accordance with GAAP, and are thus susceptible to varying calculations, the non-GAAP financial measures, as presented, may not be comparable to other similarly-titled measures of other companies.

While acquisitions are an important part of the Company’s overall strategy, the Company has adjusted the applicable financial calculations to exclude merger and acquisition expenses, including the Company’s transaction expenses incurred in connection with its acquisition of AFF and the impacts of purchase accounting with respect to the AFF Acquisition, in order to allow more accurate comparisons of the financial results to prior periods. In addition, the Company does not consider these merger and acquisition expenses to be related to the organic operations of the acquired businesses or its continuing operations, and such expenses are generally not relevant to assessing or estimating the long-term performance of the acquired businesses. Merger and acquisition expenses include incremental costs directly associated with merger and acquisition activities, including professional fees, legal expenses, severance, retention and other employee-related costs, contract breakage costs and costs related to the consolidation of technology systems and corporate facilities, among others.

The Company has certain leases in Mexico which are denominated in U.S. dollars. The lease liability of these U.S.-dollar-denominated leases, which is considered a monetary liability, is remeasured into Mexican pesos using current period exchange rates, resulting in the recognition of foreign currency exchange gains or losses. The Company has adjusted the applicable financial measures to exclude these remeasurement gains or losses (i) because they are non-cash, non-operating items that could create volatility in the Company’s consolidated results of operations due to the magnitude of the end of period lease liability being remeasured and (ii) to improve comparability of current periods presented with prior periods.

In conjunction with the Cash America merger in 2016, the Company recorded certain lease intangibles related to above- or below-market lease liabilities of Cash America, which are included in the operating lease right of use asset on the consolidated balance sheets. As the Company continues to opportunistically purchase real estate from landlords at certain Cash America stores, the associated lease intangible, if any, is written off and gain or loss is recognized. The Company has adjusted the applicable financial measures to exclude these gains or losses given the variability in size and timing of these transactions and because they are non-cash, non-operating gains or losses. The Company believes this improves comparability of operating results for current periods presented with prior periods.

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Adjusted Net Income and Adjusted Diluted Earnings Per Share

Management believes the presentation of adjusted net income and adjusted diluted earnings per share provides investors with greater transparency and provides a more complete understanding of the Company’s financial performance and prospects for the future by excluding items that management believes are non-operating in nature and not representative of the Company’s core operating performance. In addition, management believes the adjustments shown below are useful to investors in order to allow them to compare the Company’s financial results for the current periods presented with the prior periods presented.

The following table provides a reconciliation between net income and diluted earnings per share, calculated in accordance with GAAP, to adjusted net income and adjusted diluted earnings per share, which are shown net of tax (unaudited, in thousands, except per share amounts):

Year Ended December 31,
202320222021
In ThousandsPer ShareIn ThousandsPer ShareIn ThousandsPer Share
Net income and diluted earnings per share, as reported$219,301$4.80$253,495$5.36$124,909$3.04
Adjustments, net of tax:
Merger and acquisition expenses6,0890.132,8780.0611,8720.29
Non-cash foreign currency (gain) loss related to lease liability(1,778)(0.04)(930)(0.02)4510.01
AFF purchase accounting and other adjustments (1)54,3411.1982,4321.7437,2780.91
Gain on revaluation of contingent acquisition consideration(90,035)(1.91)(13,761)(0.33)
Other expenses (income), net(1,079)(0.02)(2,103)(0.04)7300.02
Adjusted net income and diluted earnings per share$276,874$6.06$245,737$5.19$161,479$3.94

(1)See detail of the AFF purchase accounting and other adjustments in tables below.

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The following table provides a reconciliation of the gross amounts, the impact of income taxes and the net amounts for the adjustments included in the table above (unaudited, in thousands):

Year Ended December 31,
202320222021
Pre-taxTaxAfter-taxPre-taxTaxAfter-taxPre-taxTaxAfter-tax
Merger and acquisition expenses$7,922$1,833$6,089$3,739$861$2,878$15,449$3,577$11,872
Non-cash foreign currency (gain) loss related to lease liability(2,540)(762)(1,778)(1,329)(399)(930)644193451
AFF purchase accounting and other adjustments (i)70,57416,23354,341107,05524,62382,43248,41311,13537,278
Gain on revaluation of contingent acquisition consideration(109,549)(19,514)(90,035)(17,871)(4,110)(13,761)
Other expenses (income), net(1,402)(323)(1,079)(2,731)(628)(2,103)949219730
Total adjustments$74,554$16,981$57,573$(2,815)$4,943$(7,758)$47,584$11,014$36,570

(i)The following table details AFF purchase accounting and other adjustments (in thousands):

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Year Ended December 31,
202320222021
Pre-taxTaxAfter-taxPre-taxTaxAfter-taxPre-taxTaxAfter-tax
Amortization of fair value adjustment on acquired finance receivables$$$$42,657$9,811$32,846$1,708$392$1,316
Amortization of fair value adjustment on acquired leased merchandise7,6971,7725,92540493311
Amortization of acquired intangible assets56,60613,02043,58656,70113,04043,6612,0514721,579
Other non-recurring costs included in administrative expenses related to a discontinued finance product13,9683,21310,755
Provision for loan losses (establish initial allowance for expected lifetime credit losses for non-purchase credit deteriorated (”PCD”) loans)44,25010,17834,072
Total AFF purchase accounting and other adjustments$70,574$16,233$54,341$107,055$24,623$82,432$48,413$11,135$37,278

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Earnings Before Interest, Taxes, Depreciation and Amortization (EBITDA) and Adjusted EBITDA

The Company defines EBITDA as net income before income taxes, depreciation and amortization, interest expense and interest income and adjusted EBITDA as EBITDA adjusted for certain items, as listed below, that management considers to be non-operating in nature and not representative of its actual operating performance. The Company believes EBITDA and adjusted EBITDA are commonly used by investors to assess a company’s financial performance, and adjusted EBITDA is used as a starting point in the calculation of the consolidated total debt ratio as defined in the Company’s senior unsecured notes. The following table provides a reconciliation of net income to EBITDA and adjusted EBITDA (unaudited, in thousands):

Year Ended December 31,
202320222021
Net income$219,301$253,495$124,909
Income taxes73,54870,13841,593
Depreciation and amortization109,161103,83245,906
Interest expense93,24370,70832,386
Interest income(1,469)(1,313)(696)
EBITDA493,784496,860244,098
Adjustments:
Merger and acquisition expenses7,9223,73915,449
Non-cash foreign currency (gain) loss related to lease liability(2,540)(1,329)644
AFF purchase accounting and other adjustments (1)13,96850,35446,362
Gain on revaluation of contingent acquisition consideration(109,549)(17,871)
Other expenses (income), net(1,402)(2,731)949
Adjusted EBITDA$511,732$437,344$289,631

(1)Excludes $56.6 million, $56.7 million and $2.1 million of amortization expense related to identifiable intangible assets as a result of the AFF Acquisition for 2023, 2022 and 2021, respectively, which is already included in the add-back of depreciation and amortization to net income used to calculate EBITDA. See detail of AFF purchase accounting and other adjustments in the “Adjusted Net Income and Adjusted Diluted Earnings Per Share” section above.

Free Cash Flow and Adjusted Free Cash Flow

For purposes of its internal liquidity assessments, the Company considers free cash flow and adjusted free cash flow. The Company defines free cash flow as cash flow from operating activities less purchases of furniture, fixtures, equipment and improvements and net fundings/repayments of pawn loan and finance receivables, which are considered to be operating in nature by the Company but are included in cash flow from investing activities. Adjusted free cash flow is defined as free cash flow adjusted for merger and acquisition expenses paid that management considers to be non-operating in nature.

Free cash flow and adjusted free cash flow are commonly used by investors as additional measures of cash, generated by business operations, that may be used to repay scheduled debt maturities and debt service or, following payment of such debt obligations and other non-discretionary items, that may be available to invest in future growth through new business development activities or acquisitions, repurchase stock, pay cash dividends or repay debt obligations prior to their maturities. These metrics can also be used to evaluate the Company’s ability to generate cash flow from business operations and the impact that this cash flow has on the Company’s liquidity. However, free cash flow and adjusted free cash flow have limitations as analytical tools and should not be considered in isolation or as a substitute for cash flow from operating activities or other income statement data prepared in accordance with GAAP. The following table reconciles cash flow from operating activities to free cash flow and adjusted free cash flow (unaudited, in thousands):

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Year Ended December 31,
202320222021
Cash flow from operating activities$416,142$469,305$223,304
Cash flow from investing activities:
Pawn loans, net (1)(34,978)(35,817)(73,340)
Finance receivables, net(115,442)(85,353)(5,844)
Purchases of furniture, fixtures, equipment and improvements(60,148)(35,586)(42,022)
Free cash flow205,574312,549102,098
Merger and acquisition expenses paid, net of tax benefit6,0892,87811,872
Adjusted free cash flow$211,663$315,427$113,970

(1)Includes the funding of new loans net of cash repayments and recovery of principal through the sale of inventories acquired from forfeiture of pawn collateral.

Retail POS Payment Solutions Segment Purchase Accounting Adjustments

Management believes the presentation of certain retail POS payment solutions segment metrics, adjusted to exclude the impacts of purchase accounting, provides investors with greater transparency and provides a more complete understanding of AFF’s financial performance and prospects for the future by excluding the impacts of purchase accounting, which management believes is non-operating in nature and not representative of AFF’s core operating performance. See the retail POS payment solutions segment tables in “Results of Operations” above for additional reconciliation of certain amounts adjusted to exclude the impacts of purchase accounting to as reported GAAP amounts.

Additionally, the following table provides reconciliations of total revenue and total net revenue, presented in accordance with GAAP, to adjusted total revenue and adjusted net revenue, which excludes the impacts of purchase accounting (in thousands):

Year Ended December 31,
202320222021
Total revenue, as reported$3,151,796$2,728,942$1,698,965
AFF purchase accounting and other adjustments (1)42,6571,708
Adjusted total revenue$3,151,796$2,771,599$1,700,673
Total net revenue, as reported$1,507,239$1,264,586$919,152
AFF purchase accounting and other adjustments (1)50,35446,362
Adjusted total net revenue$1,507,239$1,314,940$965,514

(1)As a result of purchase accounting, AFF’s as reported amounts for 2022 and 2021 contain significant fair value adjustments. The adjusted amounts for 2022 and 2021 exclude these fair value purchase accounting adjustments.

Constant Currency Results

The Company’s reporting currency is the U.S. dollar, however, certain performance metrics discussed in this report are presented on a “constant currency” basis, which is considered a non-GAAP financial measure. The Company’s management uses constant currency results to evaluate operating results of business operations in Latin America, which are transacted in local currencies in Mexico, Guatemala and Colombia. The Company also has operations in El Salvador where the reporting and functional currency is the U.S. dollar.

The Company believes constant currency results provide valuable supplemental information regarding the underlying performance of its business operations in Latin America, consistent with how the Company’s management evaluates such performance and operating results. Constant currency results reported herein are calculated by translating certain balance sheet and income statement items denominated in local currencies using the exchange rate from the prior-year comparable period, as opposed to the current comparable period, in order to exclude the effects of foreign currency rate fluctuations for purposes of evaluating period-over-period comparisons. See the Latin America pawn segment tables in “Results of Operations” above for additional reconciliation of certain constant currency amounts to as reported GAAP amounts.

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The following table provides exchange rates for the Mexican peso, Guatemalan quetzal and Colombian peso for the current and prior-year periods:

202320222021
Rate% Change Over Prior- Year Period Favorable / (Unfavorable)Rate% Change Over Prior- Year Period Favorable / (Unfavorable)Rate
Mexican peso / U.S. dollar exchange rate:
End-of-period16.913%19.46%20.6
Twelve months ended17.811%20.11%20.3
Guatemalan quetzal / U.S. dollar exchange rate:
End-of-period7.81%7.9(3)%7.7
Twelve months ended7.8(1)%7.7%7.7
Colombian peso / U.S. dollar exchange rate:
End-of-period3,82221%4,810(21)%3,981
Twelve months ended4,328(2)%4,253(14)%3,742

Effects of Inflation

While the impacts of inflation have been widely reported and may be ongoing into the foreseeable future, the Company does not believe inflation had a material effect on the Company’s overall results of operations in 2023. Depending on the severity and persistence of these inflationary pressures, the Company could see a negative impact on its customers’ ability to pay for its goods and services, including an impact on the collectability of its accounts receivable, which could result in increased charge-offs of AFF’s finance receivables and leased merchandise as well as increases in wages and other operating costs. However, inflationary economic environments could also benefit the Company by increasing customer demand for value-priced products, lending services in its pawn stores and demand for POS payment solutions provided by AFF.

Seasonality

The Company’s business is subject to seasonal variations, and operating results for each quarter and year-to-date periods are not necessarily indicative of the results of operations for the full year. Typically, the Company experiences seasonal growth of pawn service fees in the third and fourth quarter of each year due to pawn loan balance growth. Pawn service fees generally decline in the first and second quarter of each year after the typical repayment period of pawn loans due to statutory bonuses received by customers in the fourth quarter in Mexico and with tax refund proceeds received by customers in the first quarter in the U.S. In addition, AFF customers generally exercise the early buyout option on their existing lease or finance receivable more frequently during the first quarter due to tax refund proceeds. Retail sales are seasonally higher in the fourth quarter as a result of holiday shopping and, to a lesser extent, in the first quarter due to the disbursement of tax refunds in the U.S.

Recent Accounting Pronouncements

See discussion in Note 2 of Notes to Consolidated Financial Statements.

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FY 2022 10-K MD&A

SEC filing source: 0000840489-23-000041.

Extracted structurally from real Item 7 body heading to real Item 7A/8 boundary. Published MD&A gate trimmed front/tail over-capture. Confidence: high. Filing date: 2023-02-06. Report date: 2022-12-31.

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

General

The Company’s primary business line is the operation of retail pawn stores, also known as “pawnshops,” which focus on serving cash and credit-constrained consumers. The Company is the leading operator of pawn stores in the U.S. and Latin America. Pawn stores help customers meet small short-term cash needs by providing non-recourse pawn loans and buying merchandise directly from customers. Personal property, such as jewelry, electronics, tools, appliances, sporting goods and musical instruments, is pledged and held as collateral for the pawn loans over the typical 30-day term of the loan. Pawn stores also generate retail sales primarily from the merchandise acquired through collateral forfeitures and over-the-counter purchases from customers.

With the AFF Acquisition, the Company is also a leading provider of technology-driven, retail POS payment solutions focused on serving credit-constrained consumers. The Company’s retail POS payment solutions business line consists solely of the operations of AFF, which focuses on LTO products and facilitating other retail financing payment options across a large network of traditional and e-commerce merchant partners in all 50 states in the U.S., the District of Columbia and Puerto Rico. AFF’s retail partners provide consumer goods and services to their customers and use AFF’s LTO and retail finance solutions to facilitate payments on such transactions.

The Company’s two business lines are organized into three reportable segments. The U.S. pawn segment consists of all pawn operations in the U.S. and the Latin America pawn segment consists of all pawn operations in Mexico, Guatemala, Colombia and El Salvador. The retail POS payment solutions segment consists of the operations of AFF in the U.S. and Puerto Rico. Financial information regarding the Company’s revenue and long-lived assets by geographic areas is provided in Note 17 of Notes to Consolidated Financial Statements.

Business operations in Mexico, Guatemala and Colombia are transacted in Mexican pesos, Guatemalan quetzales and Colombian pesos. The Company also has operations in El Salvador, where the reporting and functional currency is the U.S. dollar. The following table provides exchange rates for the Mexican peso, Guatemalan quetzal and Colombian peso for the current and prior-year periods:

202220212020
Rate% Change Over Prior- Year Period Favorable / (Unfavorable)Rate% Change Over Prior- Year Period Favorable / (Unfavorable)Rate
Mexican peso / U.S. dollar exchange rate:
End-of-period19.46%20.6(4)%19.9
Twelve months ended20.11%20.36%21.5
Guatemalan quetzal / U.S. dollar exchange rate:
End-of-period7.9(3)%7.71%7.8
Twelve months ended7.7%7.7%7.7
Colombian peso / U.S. dollar exchange rate:
End-of-period4,810(21)%3,981(16)%3,433
Twelve months ended4,253(14)%3,742(1)%3,693

The Company’s management reviews and analyzes operating results in Latin America on a constant currency basis because the Company believes this better represents the Company’s underlying business trends. Constant currency results are non-GAAP financial measures, which exclude the effects of foreign currency translation and are calculated by translating current-year results at prior-year average exchange rates. The wholesale scrap jewelry sales in Latin America are priced and settled in U.S. dollars, and are not affected by foreign currency translation, as are a small percentage of the operating and administrative expenses in Latin America which are billed and paid in U.S. dollars. Amounts presented on a constant currency basis are denoted as such. See “Non-GAAP Financial Information” for additional discussion of constant currency operating results.

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Critical Accounting Estimates

The preparation of financial statements in conformity with accounting principles generally accepted in the United States of America (“GAAP”) requires management to make estimates, assumptions and judgments that affect the reported amounts of assets and liabilities, related revenue and expenses, and disclosure of gain and loss contingencies at the date of the financial statements. Such estimates, assumptions and judgments are subject to a number of risks and uncertainties, which may cause actual results to differ materially from the Company’s estimates.

The critical accounting policies and estimates that could have a significant impact on the Company’s results of operations are described in Note 2 of Notes to Consolidated Financial Statements. The Company believes the following critical accounting policies describe the more significant judgments and estimates used in the preparation of its consolidated financial statements.

Pawn loans and revenue recognition - Pawn loans are secured by the customer’s pledge of tangible personal property, which the Company holds during the term of the loan. If a pawn loan defaults, the Company relies on the sale of the pawned property to recover the principal amount of an unpaid pawn loan, plus a yield on the investment, as the Company’s pawn loans are non-recourse against the customer. The Company accrues pawn loan fee revenue on a constant-yield basis over the life of the pawn loan for all pawns for which the Company deems collection to be probable based on historical pawn redemption statistics, which is included in accounts receivable, net in the accompanying consolidated balance sheets. If the pawn loan is not repaid prior to the expiration of the pawn loan term, including any extension or grace period, if applicable, the principal amount loaned becomes the inventory carrying value of the forfeited collateral, which is typically recovered through sales of the forfeited items at prices well above the carrying value. The Company has determined no allowance related to credit losses on pawn loans is required, as the fair value of the pledged collateral is significantly in excess of the pawn loan amount.

Pawn inventories and revenue recognition - Pawn inventories represent merchandise acquired from forfeited pawn loans and merchandise purchased directly from the general public. The Company also retails limited quantities of new or refurbished merchandise obtained directly from wholesalers and manufacturers. Pawn inventories from forfeited pawn loans are recorded at the amount of the pawn principal on the unredeemed goods, exclusive of accrued interest. Pawn inventories purchased directly from customers, wholesalers and manufacturers are recorded at cost. The cost of pawn inventories is determined on the specific identification method. Pawn inventories are stated at the lower of cost or net realizable value and, accordingly, valuation allowances are established if pawn inventory carrying values are in excess of estimated selling prices, net of direct costs of disposal. Management has evaluated pawn inventories and determined that a valuation allowance is not necessary.

The Company’s merchandise sales are primarily retail sales to the general public in its pawn stores. The Company records sales revenue at the time of the sale. The Company presents merchandise sales net of any sales or value-added taxes collected. Some jewelry inventory is melted and processed at third-party facilities, and the precious metal and diamond content is sold at either prevailing market commodity prices or a previously agreed upon price with a commodity buyer. The Company records revenue from these wholesale scrap jewelry transactions when a price has been agreed upon and the Company ships the commodity to the buyer.

Leased merchandise and revenue recognition - The Company provides merchandise, consisting primarily of furniture and mattresses, appliances, jewelry, electronics and automotive products, to customers of its merchant partners for lease under certain terms agreed to by the customer. The customer has the right to acquire the title either through an early buyout option or through payment of all required lease payments. The Company maintains ownership of the leased merchandise until all payment obligations are satisfied under the lease agreement. The customer has the right to cancel the lease at any time by returning the merchandise and making all scheduled payments due through the minimum lease holding period, which is typically 60 days. Leased merchandise contracts can typically be renewed for between six and 24 months. Leased merchandise is stated at depreciated cost. The Company depreciates leased merchandise over the life of the lease and assumes no salvage value. Depreciation is accelerated upon an early buyout. All of the Company’s leased merchandise represents on-lease merchandise and all leases are operating leases.

Lease income is recognized over the lease term and is recorded net of any sales taxes collected. Charges for late fees and insufficient fund fees are recognized as income when collected. Initial direct costs related to the Companyʼs lease agreements are added to the basis of the leased property and recognized over the lease term in proportion to the recognition of lease income. The Company typically charges the customer a non-refundable processing fee at lease inception and may also receive a discount from or pay a premium to certain merchant partners for leases originated at their locations, which are deferred and amortized using the straight-line method, as adjustments to lease income over the contractual life of the related leased merchandise. Unamortized fees, discounts and premiums are recognized in full upon early buyout or charge-off.

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The Company accrues lease income earned but not yet collected as accrued rent receivable, which is included in accounts receivable, net in the accompanying consolidated balance sheets. Alternatively, lease payments received in excess of the amount earned are recognized as deferred revenue, which is included in customer deposits and prepayments in the accompanying consolidated balance sheets. Customer payments are first applied to applicable sales tax and scheduled lease payments, then applied to any uncollected fees, such as late fees and insufficient fund fees. The Company collects sales taxes on behalf of the customer and remits all applicable sales taxes collected to the respective jurisdiction.

Provision for lease losses - The Company records a provision for lease losses on an allowance method, which estimates the leased merchandise losses incurred but not yet identified by management as of the end of the accounting period. The allowance for lease losses is based primarily upon historical loss experience, with consideration given to recent and forecasted business trends including, but not limited to, loss trends, delinquency levels, economic conditions, underwriting and collection practices.

The Company charges off leased merchandise when a lease is 90 days or more contractually past due. If an account is deemed to be uncollectible prior to this date, the Company will charge off the leased merchandise at the point in time it is deemed uncollectible.

Finance receivables and revenue recognition - The Company purchases and services retail finance receivables, the term of which typically range from six and 24 months, directly from its merchant partners or from its bank partner. The Company has a partnership with a Utah state-chartered bank that requires the Company to purchase the rights to the cash flows associated with finance receivables marketed to retail consumers on the bank’s behalf. The bank establishes the underwriting criteria for the finance receivables originated by the bank.

Interest income is recognized using the interest method over the life of the finance receivable for all loans for which the Company deems collection to be probable based on historical loan redemption statistics and stops accruing interest upon charge-off. Charges for late fees and insufficient fund fees are recognized as income when collected. The Company receives an origination fee on newly purchased bank loans and may receive a discount from or pay a premium to certain merchant partners for finance receivables purchased from them, which are deferred and amortized using the interest method as adjustments to yield over the contractual life of the related finance receivable. Unamortized origination fees, discounts and premiums are recognized in full upon early payoff or charge-off.

The Company offers customers an early payoff discount on most of its finance receivables, whereby the customer has between 90 and 105 days to pay the full principal balance without incurring any interest charge. If the borrower does not pay the full principal balance prior to the expiration of the early payoff discount period, interest charges are applied retroactively to the inception date of the loan. The Company accrues interest income during the early payoff discount period but records a reserve for loans expected to pay the full principal balance prior to the expiration of the early payoff discount period based on historical payment patterns.

Provision for loan losses - Expected lifetime losses on finance receivables are recognized upon loan purchase, which requires the Company to make its best estimate of probable lifetime losses at the time of purchase. The Company segments its finance receivable portfolio into pools of receivables with similar risk characteristics, which include loan product and monthly origination vintage, and evaluates each pool for impairment.

The Company calculates the allowance for loan losses based on historical loss information and incorporates observable and forecasted economic conditions over a reasonable and supportable forecast period covering the full contractual life of finance receivables. Incorporating observable and forecasted economic conditions could have a material impact on the measurement of the allowance to the extent that forecasted economic conditions change significantly. The Company may also consider other qualitative factors to address recent and forecasted business trends in estimating the allowance, as necessary, including, but not limited to, loss trends, delinquency levels, economic conditions, underwriting and collection practices. The allowance for loan losses is maintained at a level considered appropriate to cover expected lifetime losses on the finance receivable portfolio, and the appropriateness of the allowance is evaluated at each period end.

The Company charges off finance receivables when a receivable is 90 days or more contractually past due. If an account is deemed to be uncollectible prior to this date, the Company will charge off the finance receivable at the point in time it is deemed uncollectible.

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Business combinations - Business combination accounting requires the Company to determine the fair value of all assets acquired, including identifiable intangible assets, liabilities assumed and contingent consideration issued in a business combination. The total consideration of the acquisition is allocated to the assets and liabilities in amounts equal to the estimated fair value of each asset and liability as of the acquisition date, and any remaining acquisition consideration is classified as goodwill. This allocation process requires extensive use of estimates and assumptions. When appropriate, the Company utilizes independent valuation experts to advise and assist in determining the fair value of the assets acquired and liabilities assumed in connection with a business acquisition, in determining appropriate amortization methods and periods for identified intangible assets and in determining the fair value of contingent consideration, which is reviewed at each subsequent reporting period with changes in the fair value of the contingent consideration recognized in the consolidated statement of income. See Note 3 of Notes to Consolidated Financial Statements.

Goodwill and other indefinite-lived intangible assets - Goodwill represents the excess of the purchase price over the fair value of the net assets acquired in each business combination. The Company performs its goodwill impairment assessment annually and between annual assessments if an event occurs or circumstances change that would more likely than not reduce the fair value of a reporting unit below its carrying amount. The Company historically assessed goodwill for impairment as of December 31 each year. In 2022, the Company changed the date of its annual goodwill impairment assessment to October 1 to allow for operational expediency. The Company believes the change in goodwill impairment testing date does not represent a material change to its method of applying an accounting principle in light of its internal controls and requirements to assess goodwill impairment upon certain triggering events. The Company’s reporting units, which are tested for impairment, are U.S. pawn, Latin America pawn and retail POS payment solutions. The Company assesses goodwill for impairment at a reporting unit level by first assessing a range of qualitative factors, including, but not limited to, macroeconomic conditions, industry conditions, the competitive environment, changes in the market for the Company’s products and services, regulatory and political developments, entity specific factors, such as strategy and changes in key personnel, and overall financial performance. If, after completing this assessment, it is determined that it is more likely than not that the fair value of a reporting unit is less than its carrying value, the Company proceeds to the quantitative impairment testing methodology. See Note 14 of Notes to Consolidated Financial Statements.

The Company’s other material, indefinite-lived intangible assets consist of certain trade names and pawn licenses. The Company performs its indefinite-lived intangible asset impairment assessment annually as of December 31, and between annual assessments if an event occurs or circumstances change that would more likely than not reduce the fair value of an indefinite-lived intangible asset below its carrying amount. See Note 14 of Notes to Consolidated Financial Statements.

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Results of Operations

2022 Consolidated Operating Results Highlights

The following table sets forth revenue, net income, diluted earnings per share, adjusted net income, adjusted diluted earnings per share, EBITDA and adjusted EBITDA for the year ended December 31, 2022 as compared to the year ended December 31, 2021 (in thousands, except per share amounts):

Year Ended December 31,
As Reported (GAAP)Adjusted (Non-GAAP)
2022202120222021
Revenue$2,728,942$1,698,965$2,771,599$1,700,673
Net income$253,495$124,909$245,737$161,479
Diluted earnings per share$5.36$3.04$5.19$3.94
EBITDA (non-GAAP measure)$496,860$244,098$437,344$289,631
Weighted-average diluted shares47,33041,02447,33041,024

See “Non-GAAP Financial Information—Adjusted Net Income and Adjusted Diluted Earnings Per Share and —Earnings Before Interest, Taxes, Depreciation and Amortization (EBITDA) and Adjusted EBITDA” below.

The following charts present net income, adjusted net income, diluted earnings per share, adjusted diluted earnings per share, EBITDA, adjusted EBITDA and earning assets, which consist of pawn loans, finance receivables, inventories and leased merchandise, as of and for the years ended December 31, 2022, 2021 and 2020 (in millions, except per share amounts):

* Non-GAAP financial measures. See “Non-GAAP Financial Information” for additional discussion of non-GAAP financial measures.

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Operating Results for the Twelve Months Ended December 31, 2022 Compared to the Twelve Months Ended December 31, 2021

The COVID-19 pandemic and government responses thereto had an initial adverse and material impact on pawn loan demand in 2020, which negatively impacted pawn receivables, inventories and revenues. This initial adverse impact in pawn loan demand was offset in large part by a positive impact in merchandise sales, especially among stay-at-home products, which were enhanced by federal stimulus payments directly to consumers. Throughout 2021 and 2022, as the contributory impacts of the pandemic normalized, pawn loan demand steadily recovered and pawn receivables, inventories and revenues are now ahead of pre-pandemic levels. Inflationary pressures on the Company’s customer base helped drive further demand for consumer credit, especially among its customer base, which contributed to the recovery in pawn loan demand.

The following tables and related discussion set forth key operating and financial data for the Company’s operations by reporting segment as of and for the years ended December 31, 2022 and 2021. For similar operating and financial data and discussion of the Company’s 2021 results compared to its 2020 results, refer to Item 7, “Management’s Discussion and Analysis of Financial Condition and Results of Operations” under Part II of the Company’s Annual Report on Form 10-K for the year ended December 31, 2021, which was filed with the SEC on February 28, 2022.

Stores included in the same-store calculations presented in the U.S. pawn segment and Latin America pawn segment sections below are those stores that were opened or acquired prior to the beginning of the prior-year comparative period and remained open through the end of the reporting period. Also included are stores that were relocated, during the applicable period, within a specified distance and are serving the same market, where there is not a significant change in store size, and where there is not a significant overlap or gap in timing between the opening of the new store and the closing of the existing store.

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U.S. Pawn Segment

The following table details earning assets, which consist of pawn loans and inventories as well as other earning asset metrics of the U.S. pawn segment, as of December 31, 2022 as compared to December 31, 2021 (dollars in thousands, except as otherwise noted):

As of December 31,
20222021Increase
U.S. Pawn Segment
Earning assets:
Pawn loans$282,089$256,31110%
Inventories202,594197,4863%
$484,683$453,7977%
Average outstanding pawn loan amount (in ones)$247$22211%
Composition of pawn collateral:
General merchandise30%34%
Jewelry70%66%
100%100%
Composition of inventories:
General merchandise41%45%
Jewelry59%55%
100%100%
Percentage of inventory aged greater than one year1%1%
Inventory turnover (trailing twelve months cost of merchandise sales divided by average inventories)2.7 times2.8 times

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The following table presents segment pre-tax operating income and other operating metrics of the U.S. pawn segment for the year ended December 31, 2022 compared to the year ended December 31, 2021 (dollars in thousands). Operating expenses include salary and benefit expense of pawn-store-level employees, occupancy costs, bank charges, security, insurance, utilities, supplies and other costs incurred by the pawn stores.

Year Ended
December 31,
20222021Increase
U.S. Pawn Segment
Revenue:
Retail merchandise sales$818,548$742,37410%
Pawn loan fees373,416305,35022%
Wholesale scrap jewelry sales63,00427,163132%
Total revenue1,254,9681,074,88717%
Cost of revenue:
Cost of retail merchandise sold478,718416,03915%
Cost of wholesale scrap jewelry sold54,89322,886140%
Total cost of revenue533,611438,92522%
Net revenue721,357635,96213%
Segment expenses:
Operating expenses407,039380,8957%
Depreciation and amortization23,20522,2344%
Total segment expenses430,244403,1297%
Segment pre-tax operating income$291,113$232,83325%
Operating metrics:
Retail merchandise sales margin42%44%
Net revenue margin57%59%
Segment pre-tax operating margin23%22%

Retail Merchandise Sales Operations

U.S. retail merchandise sales increased 10% to $818.5 million during 2022 compared to $742.4 million for 2021. Same-store retail sales increased 8% during 2022 compared to 2021. The increase in total and same-store retail sales was primarily due to increased inventory levels during 2022 compared to 2021 and greater demand for value-priced consumer goods, with such demand driven in part by inflationary pressures on the Company’s customers. During 2022, the gross profit margin on retail merchandise sales in the U.S. was 42% compared to a margin of 44% during 2021. The comparative margin in 2021 was historically high as a result of lower inventory levels in 2021, especially in the first half of the year, which limited the need for normal discounting.

U.S. inventories increased 3% from $197.5 million at December 31, 2021 to $202.6 million at December 31, 2022. The increase was primarily due to the increase in store count. Inventories aged greater than one year in the U.S. were 1% at both December 31, 2022 and 2021.

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Pawn Lending Operations

U.S. pawn loan receivables as of December 31, 2022 increased 10% in total and 8% on a same-store basis compared to December 31, 2021. The increase in total and same-store pawn receivables was primarily due to the continued recovery in pawn loan demand to pre-pandemic levels, combined with inflationary pressures driving additional demand for consumer credit.

U.S. pawn loan fees increased 22% to $373.4 million during 2022 compared to $305.4 million for 2021. Same-store pawn fees increased 20% during 2022 compared to 2021. The increase in total and same-store pawn loan fees was primarily due to higher average pawn receivables which reflected the continued recovery in pawn loan receivables to pre-pandemic levels, combined with inflationary pressures driving additional demand for consumer credit.

Segment Expenses

U.S. store operating expenses increased 7% to $407.0 million during 2022 compared to $380.9 million during 2021, and same-store operating expenses increased 5% compared with the prior-year period. The increase in operating expenses was primarily due to inflationary increases in wages and other certain operating costs and increased store-level incentive compensation driven by increased revenues and segment profit during 2022.

Segment Pre-Tax Operating Income

The U.S. segment pre-tax operating income for 2022 was $291.1 million, which generated a pre-tax segment operating margin of 23% compared to $232.8 million and 22% in the prior year, respectively. The increase in the segment pre-tax operating income and margin reflected a 13% increase in net revenue, further leveraged by a 7% increase in segment expenses.

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Latin America Pawn Segment

Latin American results of operations for 2022 compared to 2021 benefited from a 1% favorable change in the average value of the Mexican peso compared to the U.S. dollar. The translated value of Latin American earning assets as of December 31, 2022 compared to December 31, 2021 also benefited from a 6% favorable change in the end-of-period value of the Mexican peso compared to the U.S. dollar.

The following table details earning assets, which consist of pawn loans and inventories as well as other earning asset metrics of the Latin America pawn segment as of December 31, 2022 as compared to December 31, 2021 (dollars in thousands, except as otherwise noted):

Constant Currency Basis
As of
December 31,
As of December 31,2022Increase
20222021Increase(Non-GAAP)(Non-GAAP)
Latin America Pawn Segment
Earning assets:
Pawn loans$108,528$91,66218%$102,57312%
Inventories85,74565,82530%81,01323%
$194,273$157,48723%$183,58617%
Average outstanding pawn loan amount (in ones)$83$778%$793%
Composition of pawn collateral:
General merchandise67%67%
Jewelry33%33%
100%100%
Composition of inventories:
General merchandise71%68%
Jewelry29%32%
100%100%
Percentage of inventory aged greater than one year1%1%
Inventory turnover (trailing twelve months cost of merchandise sales divided by average inventories)4.2 times4.2 times

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The following table presents segment pre-tax operating income and other operating metrics of the Latin America pawn segment for the year ended December 31, 2022 as compared to the year ended December 31, 2021 (dollars in thousands). Operating expenses include salary and benefit expense of pawn-store-level employees, occupancy costs, bank charges, security, insurance, utilities, supplies and other costs incurred by the pawn stores.

Constant Currency Basis
Year Ended
Year EndedDecember 31,
December 31,2022Increase
20222021Increase(Non-GAAP)(Non-GAAP)
Latin America Pawn Segment
Revenue:
Retail merchandise sales$447,523$391,87514%$444,46313%
Pawn loan fees187,974170,43210%186,67310%
Wholesale scrap jewelry sales39,96930,02733%39,96933%
Total revenue675,466592,33414%671,10513%
Cost of revenue:
Cost of retail merchandise sold288,449247,42517%286,48716%
Cost of wholesale scrap jewelry sold33,41126,24327%33,16226%
Total cost of revenue321,860273,66818%319,64917%
Net revenue353,606318,66611%351,45610%
Segment expenses:
Operating expenses193,254179,0208%192,1517%
Depreciation and amortization18,32517,8343%18,2833%
Total segment expenses211,579196,8547%210,4347%
Segment pre-tax operating income$142,027$121,81217%$141,02216%
Operating metrics:
Retail merchandise sales margin36%37%36%
Net revenue margin52%54%52%
Segment pre-tax operating margin21%21%21%

Retail Merchandise Sales Operations

Latin America retail merchandise sales increased 14% (13% on a constant currency basis) to $447.5 million during 2022 compared to $391.9 million for 2021. Same-store retail sales increased 13% (12% on a constant currency basis). The increase in total and same-store retail sales was primarily due to increased inventory levels during 2022 compared to 2021 and greater demand for value-priced consumer goods, with such demand driven in part by inflationary pressures on the Company’s customers. The gross profit margin on retail merchandise sales was 36% during 2022 compared to 37% during 2021.

Latin America inventories increased 30% (23% on a constant currency basis) from $65.8 million at December 31, 2021 to $85.7 million at December 31, 2022. The increase was primarily due to lower-than-normal inventory balances at December 31, 2021 due to the impacts of the COVID-19 pandemic. Inventories aged greater than one year in Latin America were 1% at both December 31, 2022 and 2021.

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Pawn Lending Operations

Latin America pawn loan receivables increased 18% (12% on a constant currency basis) as of December 31, 2022 compared to December 31, 2021, on both a total and same-store basis. The increase in total and same-store pawn receivables was primarily due to the continued recovery in pawn loan demand during 2022 to pre-pandemic levels.

Latin America pawn loan fees increased 10% (also 10% on a constant currency basis), totaling $188.0 million during 2022 compared to $170.4 million for 2021. Same-store pawn fees increased 9% (also 9% on a constant currency basis) during 2022 compared to 2021. The increase in total and same-store constant currency pawn loan fees was primarily due to the continued recovery of pawn loan receivables.

Segment Expenses

Store operating expenses increased 8% (7% on a constant currency basis) to $193.3 million during 2022 compared to $179.0 million during 2021, reflecting continued store growth and inflationary pressure on labor and other operating expenses during the current period. Same-store operating expenses increased 7% (6% on a constant currency basis) compared to the prior-year period.

Segment Pre-Tax Operating Income

The segment pre-tax operating income for 2022 was $142.0 million, which generated a pre-tax segment operating margin of 21% compared to $121.8 million and 21% in the prior year, respectively. The increase in the segment pre-tax operating income reflected an 11% increase in net revenue, further leveraged by an 8% increase in segment expenses and a 1% favorable change in the average value of the Mexican peso.

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Retail POS Payment Solutions Segment

The Company completed the AFF Acquisition on December 17, 2021, and the results of operations of AFF have been consolidated since the acquisition date. As a result of purchase accounting, AFF’s as reported earning assets, consisting of finance receivables and leased merchandise, contain significant fair value adjustments as of December 31, 2021. The fair value adjustments to AFF’s acquired earning assets were fully amortized during 2022.

Finance Receivables, Net

The following tables provide a detail of finance receivables as reported and as adjusted to exclude the impacts of purchase accounting as of December 31, 2022 and 2021 (in thousands):

As Reported (GAAP)AdjustmentsAdjusted (Non-GAAP)
As of December 31, 2022
Finance receivables, before allowance for loan losses$188,327$$188,327
Less allowance for loan losses(84,833)(84,833)
Finance receivables, net$103,494$$103,494
As of December 31, 2021
Finance receivables, before allowance for loan losses (1)$256,595$(42,657)$213,938
Less allowance for loan losses(75,574)(75,574)
Finance receivables, net$181,021$(42,657)$138,364

(1)As reported acquired finance receivables were recorded at fair value in conjunction with purchase accounting. Adjustment represents the difference between the original amortized cost basis and fair value of the remaining acquired finance receivables.

Finance receivables, before allowance for loan losses decreased 27% as of December 31, 2022 compared to December 31, 2021. The decrease was primarily due to fair value purchase accounting related items included in the December 31, 2021 balance that were fully amortized during 2022 and therefore not included in the December 31, 2022 balance. On an adjusted basis, excluding the impacts of fair value purchase accounting, finance receivables, before allowance for loan losses decreased 12% as of December 31, 2022 compared to December 31, 2021, which was primarily due to a mix-shift in AFF’s earning assets towards the LTO product and macroeconomic retail headwinds experienced in many of AFF’s retail merchant partners during 2022, including elevated inflation and generally lower consumer spending. Those declines were partially offset by an increase in AFF’s active merchant locations offering AFF’s POS payment solutions during 2022.

The allowance for loan losses increased 12% as of December 31, 2022 compared to December 31, 2021. The increase was primarily due to a mix-shift in AFF’s finance receivables towards the bank-originated installment loans, which are typically utilized by merchant partners financing services as opposed to personal property and tend to have slightly higher charge-off rates than the RISA product, and the macroeconomic headwinds described above resulting in a more challenging credit environment in 2022 compared to 2021.

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Leased Merchandise, Net

The following tables provide a detail of leased merchandise as reported and as adjusted to exclude the impacts of purchase accounting as of December 31, 2022 and 2021 (in thousands):

As Reported (GAAP)AdjustmentsAdjusted (Non-GAAP)
As of December 31, 2022
Leased merchandise, before allowance for lease losses$233,974$$233,974
Less allowance for lease losses(79,576)(79,576)
Leased merchandise, net (1)$154,398$$154,398
As of December 31, 2021
Leased merchandise, before allowance for lease losses (2)$149,386$53,829$203,215
Less allowance for lease losses (3)(5,442)(61,526)(66,968)
Leased merchandise, net$143,944$(7,697)$136,247

(1)Includes $1.1 million of intersegment transactions related to the Company offering AFF’s LTO payment solution as a payment option in its U.S. pawn stores that are eliminated upon consolidation. For further detail, see earning assets detail in Note 17 of Notes to Consolidated Financial Statements.

(2)As reported acquired leased merchandise was recorded at fair value (which includes estimates for charge-offs) in conjunction with purchase accounting. Adjustment represents the difference between the original depreciated cost and fair value of the remaining acquired leased merchandise.

(3)As reported allowance for lease losses as of December 31, 2021 represents the provision for lease losses for leases originated between December 17, 2021 and December 31, 2021. Adjustment represents the remaining allowance for lease losses of acquired leased merchandise, which is included in the fair value of the acquired leased merchandise described in (2) above.

Leased merchandise, before allowance for lease losses increased 57% as of December 31, 2022 compared to December 31, 2021. The increase was primarily due to fair value purchase accounting as noted in the footnotes to the table above. On an adjusted basis, excluding the impacts of fair value purchase accounting, leased merchandise, before allowance for lease losses increased 15% as of December 31, 2022 compared to December 31, 2021, which was primarily due to a mix-shift in AFF’s earning assets towards the LTO product and an increase in AFF’s active merchant locations offering AFF’s POS payment solutions during 2022. Those increases were partially offset by macroeconomic retail headwinds experienced in many of AFF’s retail merchant partners during 2022, including elevated inflation and generally lower consumer spending.

The allowance for lease losses increased to $79.6 million as of December 31, 2022 compared to $5.4 million as of December 31, 2021. The increase was primarily due to fair value purchase accounting as noted in the footnotes to the table above. On an adjusted basis, excluding the impacts of fair value purchase accounting, the allowance for lease losses increased 19%, which was primarily due to the increase in the gross leased merchandise and the macroeconomic headwinds, described above, resulting in a more challenging credit environment in 2022 compared to 2021.

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AFF’s as reported results of operations contain significant purchase accounting impacts. The following table presents segment pre-tax operating income as reported and as adjusted to exclude the impacts of purchase accounting for the year ended December 31, 2022 (in thousands). Operating expenses include salary and benefit expenses of certain operations-focused departments, merchant partner incentives, bank and other payment processing charges, credit reporting costs, information technology costs, advertising costs and other operational costs incurred by AFF.

Year Ended December 31, 2022
As ReportedAdjusted
(GAAP)Adjustments(Non-GAAP)
Retail POS Payment Solutions Segment
Revenue:
Leased merchandise income$622,163$$622,163
Interest and fees on finance receivables181,28042,657223,937
Total revenue803,44342,657846,100
Cost of revenue:
Depreciation of leased merchandise354,104(7,697)346,407
Provision for lease losses140,118140,118
Provision for loan losses118,502118,502
Total cost of revenue612,724(7,697)605,027
Net revenue190,71950,354241,073
Segment expenses:
Operating expenses128,616128,616
Depreciation and amortization2,9122,912
Total segment expenses131,528131,528
Segment pre-tax operating income$59,191$50,354$109,545

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The following table presents segment pre-tax operating income as reported and as adjusted to exclude the impacts of purchase accounting for the period from December 17, 2021 through December 31, 2021 (in thousands).

December 17, 2021 - December 31, 2021
As ReportedAdjusted
(GAAP)Adjustments(Non-GAAP)
Retail POS Payment Solutions Segment
Revenue:
Leased merchandise income$22,720$$22,720
Interest and fees on finance receivables9,0241,70810,732
Total revenue31,7441,70833,452
Cost of revenue:
Depreciation of leased merchandise12,826(404)12,422
Provision for lease losses5,4425,442
Provision for loan losses (1)48,952(44,250)4,702
Total cost of revenue67,220(44,654)22,566
Net revenue (loss)(35,476)46,36210,886
Segment expenses:
Operating expenses4,9174,917
Depreciation and amortization122122
Total segment expenses5,0395,039
Segment pre-tax operating income (loss)$(40,515)$46,362$5,847

(1)As reported provision for loan losses includes the establishment of the initial allowance for expected lifetime credit losses for acquired finance receivables not considered purchased credit deteriorated, which is recorded as an expense in the provision for loan losses. See Note 3 of Notes to Consolidated Financial Statements.

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Consolidated Results of Operations

The following table reconciles pre-tax operating income of the Company’s U.S. pawn segment, Latin America pawn segment and retail POS payment solutions segment, discussed above, to consolidated net income for the year ended December 31, 2022 as compared to the year ended December 31, 2021 (dollars in thousands):

Year Ended December 31,Increase /
20222021(Decrease)
Consolidated Results of Operations
Segment pre-tax operating income (loss):
U.S. pawn$291,113$232,83325%
Latin America pawn142,027121,81217%
Retail POS payment solutions (1)59,191(40,515)246%
Intersegment eliminations (2)(1,096)%
Consolidated segment pre-tax operating income491,235314,13056%
Corporate expenses and other income:
Administrative expenses147,943111,25933%
Depreciation and amortization59,3905,716939%
Interest expense70,70832,386118%
Interest income(1,313)(696)89%
(Gain) loss on foreign exchange(585)436(234)%
Merger and acquisition expenses3,73915,449(76)%
Gain on revaluation of contingent acquisition consideration(109,549)(17,871)(513)%
Other expenses (income), net(2,731)949(388)%
Total corporate expenses and other income167,602147,62814%
Income before income taxes323,633166,50294%
Provision for income taxes70,13841,59369%
Net income$253,495$124,909103%

(1)The AFF segment results are significantly impacted by certain purchase accounting adjustments, as noted in the retail POS payment solutions segment results of operations above. Adjusted retail POS payment solutions segment pre-tax operating income, excluding such purchase accounting adjustments, was $109.5 million for 2022 and $5.8 million for 2021. The year ended December 31, 2021 includes the results of operations for AFF for the period December 17, 2021 to December 31, 2021.

(2)Represents the elimination of intersegment transactions related to the Company offering AFF’s LTO payment solution as a payment option in its U.S. pawn stores. For further detail, see Note 17 of Notes to Consolidated Financial Statements.

Corporate Expenses and Taxes

Administrative expenses increased 33% to $147.9 million during 2022 compared to $111.3 million during 2021, primarily due to the AFF Acquisition. As a percentage of revenue, administrative expenses decreased from 7% during 2021 to 5% during 2022.

Corporate depreciation and amortization expenses increased 939% to $59.4 million during 2022 compared to $5.7 million in 2021, primarily due to $56.7 million in amortization expense during 2022, the majority of which related to identified intangible assets in the AFF Acquisition, compared to $2.1 million during 2021.

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Interest expense increased 118% to $70.7 million during 2022 compared to $32.4 million for 2021, primarily due to an increase in the Company’s outstanding senior unsecured notes and higher interest rates and higher average balances outstanding on the Company’s unsecured credit facilities. See Note 11 of Notes to Consolidated Financial Statements and “Liquidity and Capital Resources.”

Merger and acquisition expenses decreased to $3.7 million during 2022 compared to $15.4 million during 2021, reflecting timing of transaction costs primarily related to the AFF Acquisition in 2021. Approximately $1.5 million of the 2022 expense related to pawn acquisitions.

The Company revalues the contingent consideration related to the AFF Acquisition to fair value at the end of each reporting period, with changes in the fair value recognized in the consolidated statements of income. During 2022 and 2021, the Company recognized gains of $109.5 million and $17.9 million, respectively, as a result of a decrease in the liability for the estimated fair value of certain contingent consideration related to the AFF Acquisition. There was no remaining fair value for contingent consideration at December 31, 2022. See Note 3 and Note 6 of Notes to Consolidated Financial Statements for additional information about the contingent consideration related to the AFF Acquisition.

Consolidated effective income tax rates for 2022 and 2021 were 21.7% and 25.0%, respectively. The decrease in the effective tax rate was primarily due to an increase in U.S.-sourced income, primarily a result of the AFF Acquisition and increased earnings in 2022 from the U.S. pawn segment, which is taxed at a lower rate than the Latin American countries in which the Company operates. In addition, the Company realized an $8.0 million foreign permanent tax benefit in 2022, compared to $6.3 million in 2021, related to an increased inflation index adjustment allowed in Mexico as a result of elevated inflation in Mexico, which started during the latter half of 2021 and increased further in 2022. The Company also recognized a $4.6 million permanent domestic tax benefit during 2022 pursuant to the $109.5 million gain on revaluation of certain contingent consideration related to the AFF Acquisition as described above. See Note 12 of Notes to Consolidated Financial Statements.

Liquidity and Capital Resources

Material Capital Requirements

The Company’s primary capital requirements include:

•Expand pawn operations through growth of pawn receivables and inventories in existing stores, new store openings, strategic acquisition of pawn stores and purchases of real estate at existing locations;

•Expand retail POS payment solutions operations through growth of the business generated from new and existing merchant partners; and

◦Return of capital to shareholders through dividends and stock repurchases.

Other material capital requirements include operating expenses (see Note 4 of Notes to Consolidated Financial Statements regarding operating lease commitments), maintenance capital expenditures related to its facilities, technology-related capital expenditures, general corporate operating activities, income tax payments and debt service, among others. While the Company expects some level of net de-leveraging by the end of 2023, net interest expense is expected to increase in 2023 compared to 2022 due to higher floating interest rates on the borrowings under the revolving credit facilities. The Company believes that net cash provided by operating activities and available and unused funds under its revolving unsecured credit facilities will be adequate to meet its liquidity and capital needs for these items in the short-term over the next 12 months and also in the long-term beyond the next 12 months.

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Expand Pawn Operations

The Company intends to continue expansion through the growth of earning assets at existing locations, new store openings and acquisitions. For 2023, the Company expects approximately 60 new store additions, in Latin America through de novo openings, and another four stores are expected to be opened in the U.S. Future store openings are subject to the Company’s ability to identify locations in markets with attractive demographics, available real estate with favorable leases and limited competition. The Company evaluates potential acquisitions based upon growth potential, purchase price, available liquidity, strategic fit and quality of management personnel, among other factors. During 2022, the Company acquired 30 pawn stores in the U.S. and one store in Guatemala for an aggregate purchase price of $73.0 million, net of cash acquired and subject to future post-closing adjustments.

Although viewed by management as a discretionary expenditure not required to operate its pawn stores, the Company may continue to purchase real estate from its landlords at existing stores or in conjunction with pawn store acquisitions, as opportunities arise at reasonable valuations. The Company purchased the real estate at 44 store locations, primarily from landlords at existing stores, for a cumulative purchase price of $82.9 million during 2022.

Expand Retail POS Payment Solutions Operations

AFF expects to expand its business by promoting and expanding relationships with both new and existing customers and retail merchant partners. In addition, AFF has made, and intends to continue to make, investments in its customer and merchant support operations and facilities, its technology platforms and its proprietary decisioning platforms and processes. In addition to utilizing cash flows generated from their own operations to fund expected 2023 growth, AFF has access to the additional sources of liquidity described below if needed to fund further expansion activities.

Return of Capital to Shareholders

In February 2023, the Company’s Board declared a $0.33 per share first quarter cash dividend on common shares outstanding, or an aggregate of $15.3 million based on the December 31, 2022 share count, to be paid on February 28, 2023 to stockholders of record as of February 14, 2023. While the Company currently expects to continue the payment of quarterly cash dividends, the amount, declaration and payment of cash dividends in the future (quarterly or otherwise) will be made by the Board, from time to time, subject to the Company’s financial condition, results of operations, business requirements, compliance with legal requirements, debt covenant restrictions and other relevant factors.

During 2022, the Company repurchased 2,204,000 shares of common stock at an aggregate cost of $157.9 million and an average cost per share of $71.63, and during 2021, repurchased 688,000 shares of common stock at an aggregate cost of $49.6 million and an average cost per share of $72.10. The Company has approximately $14.4 million of remaining availability under its currently authorized stock repurchase program authorized in April 2022. In October 2022, the Board approved an additional share repurchase authorization of up to $100 million of common shares, of which the entire $100 million is currently remaining. While the Company intends to continue repurchases under its active share repurchase programs, future share repurchases are subject to a variety of factors, including, but not limited to, the level of cash balances, liquidity needs, credit availability, debt covenant restrictions, general business and economic conditions, regulatory requirements, the market price of the Company’s stock, the Company’s dividend policy and the availability of alternative investment opportunities.

Sources of Liquidity

The Company regularly evaluates opportunities to optimize its capital structure, including through consideration of the issuance of debt or equity, to refinance existing debt and to enter into interest rate hedge transactions, such as interest rate swap agreements. As of December 31, 2022, the Company’s primary sources of liquidity were $117.3 million in cash and cash equivalents and $278.8 million of available and unused funds under the Company's revolving unsecured credit facilities, subject to certain financial covenants (see Note 11 of Notes to Consolidated Financial Statements). The Company had working capital of $835.1 million as of December 31, 2022.

The Company’s cash and cash equivalents as of December 31, 2022 included $37.4 million held by its foreign subsidiaries. These cash balances, which are primarily held in Mexican pesos, are associated with foreign earnings the Company has asserted are indefinitely reinvested and which the Company primarily plans to use to support its continued growth plans outside the U.S. through funding of capital expenditures, acquisitions, operating expenses or other similar cash needs of the Company’s foreign operations. The Company elected to repatriate cash of $47.5 million from certain foreign subsidiaries during 2022.

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The Company’s liquidity is affected by a number of factors, including changes in general customer traffic and demand, pawn loan balances, loan-to-value ratios, collection of pawn fees, merchandise sales, inventory levels, LTO merchandise, finance receivable balances, collection of lease and finance receivable payments, seasonality, operating expenses, administrative expenses, expenses related to merger and acquisition activities, litigation-related expenses, interest rates, tax rates, gold prices, foreign currency exchange rates and the pace of new pawn store expansion and acquisitions. Additionally, a prolonged reduction in earnings and EBITDA could limit the Company’s future ability to fully borrow on its credit facilities under current leverage covenants. Regulatory developments affecting the Company’s operations may also impact profitability and liquidity. See “Item 1. Business—Governmental Regulation.”

If needed, the Company could seek to raise additional funds from a variety of sources, including, but not limited to, repatriation of excess cash held in Latin America, the sale of assets, reductions in operating expenses, capital expenditures and dividends, the forbearance or deferral of operating expenses, the issuance of debt or equity securities, the leveraging of currently unencumbered real estate owned by the Company and/or changes to its management of current assets. The characteristics of the Company’s current assets, specifically the ability to rapidly liquidate gold jewelry inventory, which accounts for 50% of total inventory, give the Company flexibility to quickly increase cash flow if necessary.

Cash Flows and Liquidity Metrics

The following tables set forth certain historical information with respect to the Company’s sources and uses of cash and other key indicators of liquidity (dollars in thousands):

Year Ended December 31,
202220212020
Cash flow provided by operating activities$469,305$223,304$222,264
Cash flow used in investing activities(336,443)(744,637)(20,352)
Cash flow (used in) provided by financing activities(139,273)576,993(186,502)
As of December 31,
202220212020
Working capital$835,133$737,151$418,159
Current ratio3.8:12.9:13.0:1

Cash Flow Provided by Operating Activities

Net cash provided by operating activities increased $246.0 million, or 110%, from $223.3 million for 2021 to $469.3 million for 2022, due to net changes in certain non-cash adjustments to reconcile net income to operating cash flow and net changes in other operating assets and liabilities (as detailed in the consolidated statements of cash flows), and an increase in net income of $128.6 million.

Cash Flow Used in Investing Activities

Net cash used in investing activities decreased $408.2 million, or 55%, from $744.6 million during 2021 to $336.4 million during 2022. Cash flows from investing activities are utilized primarily to fund acquisitions, purchases of furniture, fixtures, equipment and improvements, which includes capital expenditures for improvements to existing pawn stores and for new pawn store openings and other corporate assets, and discretionary purchases of store real property. In addition, cash flows related to the funding of new pawn loans, net of cash repayments and recovery of principal through the sale of inventories acquired from forfeiture of pawn collateral and finance receivables, are included in investing activities. The portion of the AFF Acquisition consideration paid in cash, net of cash acquired, was $25.0 million. The Company also paid $71.8 million in cash related to current and prior-year pawn store acquisitions, $35.6 million for furniture, fixtures, equipment and improvements and $82.9 million for discretionary pawn store real property purchases during 2022 compared to $462.1 million, $81.8 million, $42.0 million and $79.5 million in 2021, respectively. The Company funded a net increase in pawn loans of $35.8 million during 2022 and $73.3 million during 2021. The Company funded a net increase in finance receivables of $85.4 million during 2022 and $5.8 million during 2021.

Cash Flow Used in Financing Activities

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Net cash provided by financing activities decreased $716.3 million, or 124%, from net cash provided by financing activities of $577.0 million during 2021 to net cash used in financing activities of $139.3 million during 2022. Net borrowings on the credit facilities were $80.0 million during 2022 compared to net borrowings of $136.0 million during 2021. During 2022, the Company paid debt issuance costs of $1.8 million. During 2021, the Company received $550.0 million in proceeds from the private offering of senior unsecured notes which were used primarily to fund the AFF Acquisition and pay $10.6 million in debt issuance costs. The Company funded $157.9 million for share repurchases and paid dividends of $59.6 million during 2022, compared to funding $49.6 million of share repurchases and dividends paid of $47.5 million during 2021. During 2021, the Company paid $1.7 million in withholding taxes on net share settlements of restricted stock awards and stock options exercised and received $0.4 million in proceeds from the exercise of stock options.

Non-GAAP Financial Information

The Company uses certain financial calculations such as adjusted net income, adjusted diluted earnings per share, EBITDA, adjusted EBITDA, free cash flow, adjusted free cash flow, adjusted retail POS payment solutions segment metrics and constant currency results as factors in the measurement and evaluation of the Company’s operating performance and period-over-period growth. The Company derives these financial calculations on the basis of methodologies other than GAAP, primarily by excluding from a comparable GAAP measure certain items the Company does not consider to be representative of its actual operating performance. These financial calculations are “non-GAAP financial measures” as defined under the SEC rules. The Company uses these non-GAAP financial measures in operating its business because management believes they are less susceptible to variances in actual operating performance that can result from the excluded items, other infrequent charges and currency fluctuations. The Company presents these financial measures to investors because management believes they are useful to investors in evaluating the primary factors that drive the Company’s core operating performance and provide greater transparency into the Company’s results of operations. However, items that are excluded and other adjustments and assumptions that are made in calculating these non-GAAP financial measures are significant components in understanding and assessing the Company’s financial performance. These non-GAAP financial measures should be evaluated in conjunction with, and are not a substitute for, the Company’s GAAP financial measures. Further, because these non-GAAP financial measures are not determined in accordance with GAAP and are thus susceptible to varying calculations, the non-GAAP financial measures, as presented, may not be comparable to other similarly-titled measures of other companies.

While acquisitions are an important part of the Company’s overall strategy, the Company has adjusted the applicable financial calculations to exclude merger and acquisition expenses, including the Company’s transaction expenses incurred in connection with its acquisition of AFF and the impacts of purchase accounting with respect to the AFF acquisition, in order to allow more accurate comparisons of the financial results to prior periods. In addition, the Company does not consider these merger and acquisition expenses to be related to the organic operations of the acquired businesses or its continuing operations, and such expenses are generally not relevant to assessing or estimating the long-term performance of the acquired businesses. Merger and acquisition expenses include incremental costs directly associated with merger and acquisition activities, including professional fees, legal expenses, severance, retention and other employee-related costs, contract breakage costs and costs related to the consolidation of technology systems and corporate facilities, among others.

The Company has certain leases in Mexico which are denominated in U.S. dollars. The lease liability of these U.S.-dollar-denominated leases, which is considered a monetary liability, is remeasured into Mexican pesos using current period exchange rates, resulting in the recognition of foreign currency exchange gains or losses. The Company has adjusted the applicable financial measures to exclude these remeasurement gains or losses (i) because they are non-cash, non-operating items that could create volatility in the Company’s consolidated results of operations due to the magnitude of the end of period lease liability being remeasured and (ii) to improve comparability of current periods presented with prior periods.

In conjunction with the Cash America Merger in 2016, the Company recorded certain lease intangibles related to above- or below-market lease liabilities of Cash America, which are included in the operating lease right of use asset on the consolidated balance sheets. As the Company continues to opportunistically purchase real estate from landlords at certain Cash America stores, the associated lease intangible, if any, is written off and gain or loss is recognized. The Company has adjusted the applicable financial measures to exclude these gains or losses given the variability in size and timing of these transactions and because they are non-cash, non-operating gains or losses. The Company believes this improves comparability of operating results for current periods presented with prior periods.

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Adjusted Net Income and Adjusted Diluted Earnings Per Share

Management believes the presentation of adjusted net income and adjusted diluted earnings per share provides investors with greater transparency and provides a more complete understanding of the Company’s financial performance and prospects for the future by excluding items that management believes are non-operating in nature and not representative of the Company’s core operating performance. In addition, management believes the adjustments shown below are useful to investors in order to allow them to compare the Company’s financial results for the current periods presented with the prior periods presented.

The following table provides a reconciliation between net income and diluted earnings per share calculated in accordance with GAAP to adjusted net income and adjusted diluted earnings per share, which are shown net of tax (unaudited, in thousands, except per share amounts):

Year Ended December 31,
202220212020
In ThousandsPer ShareIn ThousandsPer ShareIn ThousandsPer Share
Net income and diluted earnings per share, as reported$253,495$5.36$124,909$3.04$106,579$2.56
Adjustments, net of tax:
Merger and acquisition expenses2,8780.0611,8720.299910.02
Non-cash foreign currency (gain) loss related to lease liability(930)(0.02)4510.018740.02
AFF purchase accounting adjustments (1)82,4321.7437,2780.91
Gain on revaluation of contingent acquisition consideration (2)(90,035)(1.91)(13,761)(0.33)
Other expenses (income), net(2,103)(0.04)7300.026,9790.17
Loss on extinguishment of debt9,0370.22
Accrual of pre-merger Cash America income tax liability6930.02
Adjusted net income and diluted earnings per share$245,737$5.19$161,479$3.94$125,153$3.01

(1)See detail of the AFF purchase accounting adjustments in tables below.

(2)See Note 3 and Note 6 of Notes to Consolidated Financial Statements.

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The following table provides a reconciliation of the gross amounts, the impact of income taxes and the net amounts for the adjustments included in the table above (unaudited, in thousands):

Year Ended December 31,
202220212020
Pre-taxTaxAfter-taxPre-taxTaxAfter-taxPre-taxTaxAfter-tax
Merger and acquisition expenses$3,739$861$2,878$15,449$3,577$11,872$1,316$325$991
Non-cash foreign currency (gain) loss related to lease liability(1,329)(399)(930)6441934511,249375874
AFF purchase accounting adjustments (1)107,05524,62382,43248,41311,13537,278
Gain on revaluation of contingent acquisition consideration(109,549)(19,514)(90,035)(17,871)(4,110)(13,761)
Other expenses (income), net(2,731)(628)(2,103)9492197309,0642,0856,979
Loss on extinguishment of debt11,7372,7009,037
Accrual of pre-merger Cash America income tax liability(693)693
Total adjustments$(2,815)$4,943$(7,758)$47,584$11,014$36,570$23,366$4,792$18,574

(1)The following table details AFF purchase accounting adjustments (in thousands):

Year Ended December 31,
20222021
Pre-taxTaxAfter-taxPre-taxTaxAfter-tax
Amortization of fair value adjustment on acquired finance receivables$42,657$9,811$32,846$1,708$392$1,316
Amortization of fair value adjustment on acquired leased merchandise7,6971,7725,92540493311
Amortization of acquired intangible assets56,70113,04043,6612,0514721,579
Provision for loan losses (establish initial allowance for expected lifetime credit losses for non-purchase credit deteriorated (”PCD”) loans)44,25010,17834,072
Total AFF purchase accounting adjustments$107,055$24,623$82,432$48,413$11,135$37,278

The fair value adjustments on acquired finance receivables and leased merchandise resulted from the recognition of these acquired assets at fair value in purchase accounting, the amortization of which is non-cash. The fair value adjustments related to acquired finance receivables and acquired leased merchandise were fully amortized as of December 31, 2022. The acquired intangible assets will be amortized through 2028.

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Earnings Before Interest, Taxes, Depreciation and Amortization (EBITDA) and Adjusted EBITDA

The Company defines EBITDA as net income before income taxes, depreciation and amortization, interest expense and interest income and adjusted EBITDA as EBITDA adjusted for certain items, as listed below, that management considers to be non-operating in nature and not representative of its actual operating performance. The Company believes EBITDA and adjusted EBITDA are commonly used by investors to assess a company’s financial performance, and adjusted EBITDA is used as a starting point in the calculation of the consolidated total debt ratio as defined in the Company’s senior unsecured notes. The following table provides a reconciliation of net income to EBITDA and adjusted EBITDA (unaudited, in thousands):

Year Ended December 31,
202220212020
Net income$253,495$124,909$106,579
Income taxes70,13841,59337,120
Depreciation and amortization103,83245,90642,105
Interest expense70,70832,38629,344
Interest income(1,313)(696)(1,540)
EBITDA496,860244,098213,608
Adjustments:
Merger and acquisition expenses3,73915,4491,316
Non-cash foreign currency (gain) loss related to lease liability(1,329)6441,249
AFF purchase accounting adjustments (1)50,35446,362
Gain on revaluation of contingent acquisition consideration(109,549)(17,871)
Other expenses (income), net(2,731)9499,064
Loss on extinguishment of debt11,737
Adjusted EBITDA$437,344$289,631$236,974

(1)Excludes $56.7 million and $2.1 million of amortization expense related to identifiable intangible assets as a result of the AFF Acquisition for the twelve months ended December 31, 2022 and 2021, respectively, which is already included in the add-back of depreciation and amortization to net income used to calculate EBITDA.

Free Cash Flow and Adjusted Free Cash Flow

For purposes of its internal liquidity assessments, the Company considers free cash flow and adjusted free cash flow. The Company defines free cash flow as cash flow from operating activities less purchases of furniture, fixtures, equipment and improvements and net fundings/repayments of pawn loan and finance receivables, which are considered to be operating in nature by the Company but are included in cash flow from investing activities. Adjusted free cash flow is defined as free cash flow adjusted for merger and acquisition expenses paid that management considers to be non-operating in nature.

Free cash flow and adjusted free cash flow are commonly used by investors as additional measures of cash, generated by business operations, that may be used to repay scheduled debt maturities and debt service or, following payment of such debt obligations and other non-discretionary items, that may be available to invest in future growth through new business development activities or acquisitions, repurchase stock, pay cash dividends or repay debt obligations prior to their maturities. These metrics can also be used to evaluate the Company’s ability to generate cash flow from business operations and the impact that this cash flow has on the Company’s liquidity. However, free cash flow and adjusted free cash flow have limitations as analytical tools and should not be considered in isolation or as a substitute for cash flow from operating activities or other income statement data prepared in accordance with GAAP. The following table reconciles cash flow from operating activities to free cash flow and adjusted free cash flow (unaudited, in thousands):

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Year Ended December 31,
202220212020
Cash flow from operating activities$469,305$223,304$222,264
Cash flow from investing activities:
Pawn loans, net (1)(35,817)(73,340)105,418
Finance receivables, net(85,353)(5,844)1,590
Purchases of furniture, fixtures, equipment and improvements(35,586)(42,022)(37,543)
Free cash flow312,549102,098291,729
Merger and acquisition expenses paid, net of tax benefit2,87811,872991
Adjusted free cash flow$315,427$113,970$292,720

(1)Includes the funding of new loans net of cash repayments and recovery of principal through the sale of inventories acquired from forfeiture of pawn collateral.

Retail POS Payment Solutions Segment Purchase Accounting Adjustments

Management believes the presentation of certain retail POS payment solutions segment metrics, adjusted to exclude the impacts of purchase accounting, provides investors with greater transparency and provides a more complete understanding of AFF’s financial performance and prospects for the future by excluding the impacts of purchase accounting, which management believes is non-operating in nature and not representative of AFF’s core operating performance. See the retail POS payment solutions segment tables in “Results of Operations” above for additional reconciliation of certain amounts adjusted to exclude the impacts of purchase accounting to as reported GAAP amounts.

Additionally, the following table provides a reconciliation of consolidated total revenue, presented in accordance with GAAP, to adjusted total revenue, which excludes the impacts of purchase accounting (in thousands):

Year Ended December 31,
202220212020
Total revenue, as reported$2,728,942$1,698,965$1,631,284
AFF purchase accounting adjustments (1)42,6571,708
Adjusted total revenue$2,771,599$1,700,673$1,631,284

(1)Adjustment relates to the net amortization of the fair value premium on acquired finance receivables, which is recognized as an adjustment to interest income on an effective yield basis over the lives of the acquired finance receivables. See the retail POS payment solutions segment tables in “Results of Operations” above for additional segment-level reconciliations.

Constant Currency Results

The Company’s reporting currency is the U.S. dollar. However, certain performance metrics discussed in this report are presented on a “constant currency” basis, which is considered a non-GAAP financial measure. The Company’s management uses constant currency results to evaluate operating results of business operations in Latin America, which are primarily transacted in local currencies.

The Company believes constant currency results provide valuable supplemental information regarding the underlying performance of its business operations in Latin America, consistent with how the Company’s management evaluates such performance and operating results. Constant currency results reported herein are calculated by translating certain balance sheet and income statement items denominated in local currencies using the exchange rate from the prior-year comparable period, as opposed to the current comparable period, in order to exclude the effects of foreign currency rate fluctuations for purposes of evaluating period-over-period comparisons. Business operations in Mexico, Guatemala and Colombia are transacted in Mexican pesos, Guatemalan quetzales and Colombian pesos. The Company also has operations in El Salvador, where the reporting and functional currency is the U.S. dollar. See the Latin America pawn segment tables in “Results of Operations” above for additional reconciliation of certain constant currency amounts to as reported GAAP amounts.

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Effects of Inflation

During 2022, the Company does not believe inflation had a material effect on the Company’s results of operations or on the volume of pawn loans originated by the Company or AFF’s transaction volume. Widely reported inflation has occurred, however, and may be ongoing into the foreseeable future. Depending on the severity and persistence of these inflationary pressures, the Company could see a negative impact on its customers’ ability to pay for its goods and services, including an impact on the collectability of its accounts receivable which could result in increased charge-offs of AFF’s finance receivables and leased merchandise, as well as increases in wages and other operating costs. However, inflationary economic environments could also benefit the Company by increasing customer demand for value-priced products, lending services in its pawn stores and demand for POS payment solutions provided by AFF.

Seasonality

The Company’s business is subject to seasonal variations, and operating results for each quarter and year-to-date periods are not necessarily indicative of the results of operations for the full year. Typically, the Company experiences seasonal growth of pawn service fees in the third and fourth quarter of each year due to pawn loan balance growth. Pawn service fees generally decline in the first and second quarter of each year after the typical repayment period of pawn loans due to statutory bonuses received by customers in the fourth quarter in Mexico and with tax refund proceeds received by customers in the first quarter in the U.S. In addition, AFF customers generally exercise the early buyout option on their existing lease or finance receivable more frequently during the first quarter due to tax refund proceeds. Retail sales are seasonally higher in the fourth quarter associated with holiday shopping and, to a lesser extent, in the first quarter due to tax refunds in the U.S.

Recent Accounting Pronouncements

See discussion in Note 2 of Notes to Consolidated Financial Statements.

FY 2021 10-K MD&A

SEC filing source: 0000840489-22-000035.

Extracted structurally from real Item 7 body heading to real Item 7A/8 boundary. Published MD&A gate trimmed front/tail over-capture. Confidence: high. Filing date: 2022-02-28. Report date: 2021-12-31.

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

General

On December 17, 2021, the Company completed the acquisition of AFF, which is a leading technology-driven retail POS payments platform primarily focused on providing LTO products. See Note 3 of Notes to Consolidated Financial Statements for additional information about the AFF Acquisition.

With the AFF Acquisition, the Company now operates two business lines: pawn operations and retail POS payment solutions. Its business lines are organized into three reportable segments. The U.S. pawn segment consists of all pawn operations in the U.S. and the Latin America pawn segment consists of all pawn operations in Mexico, Guatemala, Colombia and El Salvador. The retail POS payment solutions segment consists of the operations of AFF in the U.S. and Puerto Rico. Financial information regarding the Company’s revenue and long-lived assets by geographic areas is provided in Note 17 of Notes to Consolidated Financial Statements.

The Company’s primary business line continues to be the operation of retail pawn stores, also known as “pawnshops,” which focus on serving cash and credit-constrained consumers. Pawn stores help customers meet small short-term cash needs by providing non-recourse pawn loans and buying merchandise directly from customers. Personal property, such as jewelry, electronics, tools, appliances, sporting goods and musical instruments, is pledged and held as collateral for the pawn loans over the typical 30-day term of the loan. Pawn stores also generate retail sales primarily from the merchandise acquired through collateral forfeitures and over-the-counter purchases from customers.

The Company’s retail POS payment solutions business line consists solely of the operations of AFF, which focuses on providing LTO and retail financing payment options across a large network of traditional and e-commerce retail merchant partners in all 50 states in the U.S., the District of Columbia and Puerto Rico. AFF’s retail partnerships provide consumer goods and services to their shoppers and use AFF’s LTO and retail finance solutions to facilitate payments on such transactions. As one of the largest omni-channel providers of “no credit required” payment options, AFF’s technology set provides its merchant partners with seamless leasing and financing experiences in-store, online, in-cart and on mobile devices.

Business operations in Mexico, Guatemala and Colombia are transacted in Mexican pesos, Guatemalan quetzales and Colombian pesos. The Company also has operations in El Salvador where the reporting and functional currency is the U.S. dollar. The following table provides exchange rates for the Mexican peso, Guatemalan quetzal and Colombian peso for the current and prior-year periods:

202120202019
Rate% Change Over Prior- Year Period Favorable / (Unfavorable)Rate% Change Over Prior- Year Period Favorable / (Unfavorable)Rate
Mexican peso / U.S. dollar exchange rate:
End-of-period20.6(4)%19.9(6)%18.8
Twelve months ended20.36%21.5(11)%19.3
Guatemalan quetzal / U.S. dollar exchange rate:
End-of-period7.71%7.8(1)%7.7
Twelve months ended7.7%7.7%7.7
Colombian peso / U.S. dollar exchange rate:
End-of-period3,981(16)%3,433(5)%3,277
Twelve months ended3,742(1)%3,693(13)%3,280

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The Company’s management reviews and analyzes operating results in Latin America on a constant currency basis because the Company believes this better represents the Company’s underlying business trends. Constant currency results are non-GAAP financial measures, which exclude the effects of foreign currency translation and are calculated by translating current-year results at prior-year average exchange rates. The wholesale scrap jewelry sales in Latin America are priced and settled in U.S. dollars, and are not affected by foreign currency translation, as are a small percentage of the operating and administrative expenses in Latin America, which are billed and paid in U.S. dollars. Amounts presented on a constant currency basis are denoted as such. See “Non-GAAP Financial Information” for additional discussion of constant currency operating results.

Critical Accounting Estimates

The preparation of financial statements in conformity with GAAP requires management to make estimates, assumptions and judgments that affect the reported amounts of assets and liabilities, related revenue and expenses, and disclosure of gain and loss contingencies at the date of the financial statements. Such estimates, assumptions and judgments are subject to a number of risks and uncertainties, which may cause actual results to differ materially from the Company’s estimates.

The critical accounting policies and estimates that could have a significant impact on the Company’s results of operations are described in Note 2 of Notes to Consolidated Financial Statements. The Company believes the following critical accounting policies describe the more significant judgments and estimates used in the preparation of its consolidated financial statements.

Pawn loans and revenue recognition - Pawn loans are secured by the customer’s pledge of tangible personal property, which the Company holds during the term of the loan. If a pawn loan defaults, the Company relies on the sale of the pawned property to recover the principal amount of an unpaid pawn loan, plus a yield on the investment, as the Company’s pawn loans are non-recourse against the customer. The Company accrues pawn loan fee revenue on a constant-yield basis over the life of the pawn loan for all pawns for which the Company deems collection to be probable based on historical pawn redemption statistics, which is included in accounts receivable, net in the accompanying consolidated balance sheets. If the pawn loan is not repaid prior to the expiration of the pawn loan term, including any extension or grace period, if applicable, the principal amount loaned becomes the inventory carrying value of the forfeited collateral, which is typically recovered through sales of the forfeited items at prices well above the carrying value. The Company has determined no allowance related to credit losses on pawn loans is required as the fair value of the pledged collateral is significantly in excess of the pawn loan amount.

Pawn inventories and revenue recognition - Pawn inventories represent merchandise acquired from forfeited pawn loans and merchandise purchased directly from the general public. The Company also retails limited quantities of new or refurbished merchandise obtained directly from wholesalers and manufacturers. Pawn inventories from forfeited pawn loans are recorded at the amount of the pawn principal on the unredeemed goods, exclusive of accrued interest. Pawn inventories purchased directly from customers, wholesalers and manufacturers are recorded at cost. The cost of pawn inventories is determined on the specific identification method. Pawn inventories are stated at the lower of cost or net realizable value and, accordingly, valuation allowances are established if pawn inventory carrying values are in excess of estimated selling prices, net of direct costs of disposal. Management has evaluated pawn inventories and determined that a valuation allowance is not necessary.

The Company’s merchandise sales are primarily retail sales to the general public in its pawn stores. The Company records sales revenue at the time of the sale. The Company presents merchandise sales net of any sales or value-added taxes collected. Some jewelry inventory is melted and processed at third-party facilities and the precious metal and diamond content is sold at either prevailing market commodity prices or a previously agreed upon price with a commodity buyer. The Company records revenue from these wholesale scrap jewelry transactions when a price has been agreed upon and the Company ships the commodity to the buyer.

Leased merchandise and revenue recognition - The Company provides merchandise, consisting primarily of furniture and mattresses, appliances, jewelry, electronics and automotive products, to customers of its merchant partners for lease under certain terms agreed to by the customer. The customer has the right to acquire the title either through an early buyout option or through payment of all required lease payments. The Company maintains ownership of the leased merchandise until all payment obligations are satisfied under the lease agreement. The customer has the right to cancel the lease at any time by returning the merchandise and making all scheduled payments due through the minimum lease holding period, which is typically 60 days. Leased merchandise contracts can typically be renewed for between six to 24 months. Leased merchandise is stated at depreciated cost. The Company depreciates leased merchandise over the life of the lease, and assumes no salvage value. Depreciation is accelerated upon an early buyout. All of the Company’s leased merchandise represents on-lease merchandise and all leases are operating leases.

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Lease income is recognized over the lease term and is recorded net of any sales taxes collected. Charges for late fees and insufficient fund fees are recognized as income when collected. Initial direct costs related to the Companyʼs lease agreements are added to the basis of the leased property and recognized over the lease term in proportion to the recognition of lease income. The Company typically charges the customer a non-refundable processing fee at lease inception and may also receive a discount from or pay a premium to certain merchant partners for leases originated at their locations, which are deferred and amortized using the straight-line method as adjustments to lease income over the contractual life of the related leased merchandise. Unamortized fees, discounts and premiums are recognized in full upon early buyout or charge-off.

The Company accrues for lease income earned but not yet collected as accrued rent receivable, which is included in accounts receivable, net in the accompanying consolidated balance sheets. Alternatively, lease payments received in excess of the amount earned are recognized as deferred revenue, which is included in customer deposits and prepayments in the accompanying consolidated balance sheets. Customer payments are first applied to applicable sales tax and scheduled lease payments, then applied to any uncollected fees, such as late fees and insufficient fund fees. The Company collects sales taxes on behalf of the customer and remits all applicable sales taxes collected to the respective jurisdiction.

Provision for lease losses - The Company records a provision for lease losses on an allowance method, which estimates the leased merchandise losses incurred but not yet identified by management as of the end of the accounting period. The allowance for lease losses is based primarily upon historical loss experience with consideration given to recent and forecasted business trends including, but not limited to, loss trends, delinquency levels, economic conditions, underwriting and collection practices.

The Company charges off leased merchandise when a lease is 90 days or more contractually past due. If an account is deemed to be uncollectible prior to this date, the Company will charge off the leased merchandise at the point in time it is deemed uncollectible.

Finance receivables and revenue recognition - The Company purchases and services retail finance receivables, the term of which typically range from six to 24 months, directly from its merchant partners or from its bank partner. The Company has a partnership with a Utah state-chartered bank that requires the Company to purchase the rights to the cash flows associated with finance receivables marketed to retail consumers on the bank’s behalf. The bank establishes the underwriting criteria for the finance receivables originated by the bank.

Interest income is recognized using the interest method over the life of the finance receivable for all loans for which the Company deems collection to be probable based on historical loan redemption statistics and stops accruing interest upon charge-off. Charges for late fees and insufficient fund fees are recognized as income when collected. The Company receives an origination fee on newly purchased bank loans and may receive a discount from or pay a premium to certain merchant partners for finance receivables purchased from them, which are deferred and amortized using the interest method as adjustments to yield over the contractual life of the related finance receivable. Unamortized origination fees, discounts and premiums are recognized in full upon early payoff or charge-off.

The Company offers customers an early payoff discount on most of its finance receivables whereby the customer has between 90 and 105 days to pay the full principal balance without incurring any interest charge. If the borrower does not pay the full principal balance prior to the expiration of the early payoff discount period, interest charges are applied retroactively to the inception date of the loan. The Company accrues interest income during the early payoff discount period but records a reserve for loans expected to pay the full principal balance prior to the expiration of the early payoff discount period based on historical payment patterns.

Provision for loan losses - Expected lifetime losses on finance receivables are recognized upon loan purchase, which requires the Company to make its best estimate of probable lifetime losses at the time of purchase. The Company segments its finance receivable portfolio into pools of receivables with similar risk characteristics which include loan product and monthly origination vintage and evaluates each pool for impairment.

The Company calculates the allowance for loan losses based on historical loss information and incorporates observable and forecasted economic conditions over a reasonable and supportable forecast period covering the full contractual life of finance receivables. Incorporating observable and forecasted economic conditions could have a material impact on the measurement of the allowance to the extent that forecasted economic conditions change significantly. The Company may also consider other qualitative factors to address recent and forecasted business trends in estimating the allowance, as necessary, including, but not limited to, loss trends, delinquency levels, economic conditions, underwriting and collection practices. The allowance for loan losses is maintained at a level considered appropriate to cover expected lifetime losses on the finance receivable portfolio, and the appropriateness of the allowance is evaluated at each period end.

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The Company charges off finance receivables when a receivable is 90 days or more contractually past due. If an account is deemed to be uncollectible prior to this date, the Company will charge off the finance receivable at the point in time it is deemed uncollectible.

Business combinations - Business combination accounting requires the Company to determine the fair value of all assets acquired, including identifiable intangible assets, liabilities assumed and contingent consideration issued in a business combination. The total consideration of the acquisition is allocated to the assets and liabilities in amounts equal to the estimated fair value of each asset and liability as of the acquisition date, and any remaining acquisition consideration is classified as goodwill. This allocation process requires extensive use of estimates and assumptions. When appropriate, the Company utilizes independent valuation experts to advise and assist in determining the fair value of the assets acquired and liabilities assumed in connection with a business acquisition, in determining appropriate amortization methods and periods for identified intangible assets and in determining the fair value of contingent consideration, which is reviewed at each subsequent reporting period with changes in the fair value of the contingent consideration recognized in the consolidated statement of income. See Note 3 and Note 6 of Notes to Consolidated Financial Statements.

Goodwill and other indefinite-lived intangible assets - Goodwill represents the excess of the purchase price over the fair value of the net assets acquired in each business combination. The Company performs its goodwill impairment assessment annually as of December 31, and between annual assessments if an event occurs or circumstances change that would more likely than not reduce the fair value of a reporting unit below its carrying amount. The Company’s reporting units, which are tested for impairment, are U.S. pawn, Latin America pawn and retail POS payment solutions. The Company assesses goodwill for impairment at a reporting unit level by first assessing a range of qualitative factors, including, but not limited to, macroeconomic conditions, industry conditions, the competitive environment, changes in the market for the Company’s products and services, regulatory and political developments, entity specific factors, such as strategy and changes in key personnel, and overall financial performance. If, after completing this assessment, it is determined that it is more likely than not that the fair value of a reporting unit is less than its carrying value, the Company proceeds to the impairment testing methodology. See Note 14 of Notes to Consolidated Financial Statements.

The Company’s other material indefinite-lived intangible assets consist of certain trade names and pawn licenses. The Company performs its indefinite-lived intangible asset impairment assessment annually as of December 31, and between annual assessments if an event occurs or circumstances change that would more likely than not reduce the fair value of an indefinite-lived intangible asset below its carrying amount. See Note 14 of Notes to Consolidated Financial Statements.

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Results of Operations

2021 Consolidated Operating Results Highlights

The following table sets forth revenue, net income, diluted earnings per share, adjusted net income, adjusted diluted earnings per share, EBITDA and adjusted EBITDA for the year ended December 31, 2021 as compared to the year ended December 31, 2020 (in thousands, except per share amounts):

Year Ended December 31,
As Reported (GAAP)Adjusted (Non-GAAP)
2021202020212020
Revenue$1,698,965$1,631,284$1,698,965$1,631,284
Net income$124,909$106,579$161,479$125,153
Diluted earnings per share$3.04$2.56$3.94$3.01
EBITDA (non-GAAP measure)$244,098$213,608$289,631$236,974
Weighted-average diluted shares41,02441,60041,02441,600

See “Non-GAAP Financial Information—Adjusted Net Income and Adjusted Diluted Earnings Per Share and —Earnings Before Interest, Taxes, Depreciation and Amortization (EBITDA) and Adjusted EBITDA” below.

The following charts present net income, adjusted net income, diluted earnings per share, adjusted diluted earnings per share, EBITDA, adjusted EBITDA and earning assets, which consist of pawn loans, finance receivables, inventories and leased merchandise, as of and for the years ended December 31, 2021, 2020 and 2019 (in millions, except per share amounts):

* Non-GAAP financial measures. See “Non-GAAP Financial Information” for additional discussion of non-GAAP financial measures.

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Operating Results for the Twelve Months Ended December 31, 2021 Compared to the Twelve Months Ended December 31, 2020

The COVID-19 pandemic continues to impact numerous aspects of the Company’s business and the continuing long-term impact to its business remains unknown. The extent to which COVID-19 continues to impact the Company’s operations, results of operations, liquidity and financial condition will depend on future developments, which are highly uncertain and cannot be predicted with confidence, including the unknown duration and severity of the COVID-19 pandemic, which may be impacted by variants of concern and the efficacy and adoption rate of the COVID-19 vaccines in the jurisdictions in which the Company operates. In addition, changes in economic conditions and consumer spending, rising inflation, and the actions taken to limit the economic impact of COVID-19, such as government stimulus and other transfer programs, have and may continue to have a material adverse impact on demand for pawn loans in future periods. Moreover, safety protocols, staffing constraints and supply chain delays continue to impact operations and traffic counts for many retailers, which include the Company’s pawn stores and many of AFF’s retail merchant partners.

The following tables and related discussion set forth key operating and financial data for the Company’s operations by reporting segment as of and for the years ended December 31, 2021 and 2020. For similar operating and financial data and discussion of the Company’s 2020 results compared to its 2019 results, refer to Item 7, “Management’s Discussion and Analysis of Financial Condition and Results of Operations” under Part II of the Company’s Annual Report on Form 10-K for the year ended December 31, 2020, which was filed with the SEC on February 1, 2021.

Stores included in the same-store calculations presented in the U.S. pawn segment and Latin America pawn segment sections below are those stores that were opened or acquired prior to the beginning of the prior-year comparative period and remained open through the end of the reporting period. Also included are stores that were relocated during the applicable period within a specified distance serving the same market where there is not a significant change in store size and where there is not a significant overlap or gap in timing between the opening of the new store and the closing of the existing store.

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U.S. Pawn Segment

The following table details earning assets, which consist of pawn loans and inventories, as well as other earning asset metrics of the U.S. pawn segment as of December 31, 2021 as compared to December 31, 2020 (dollars in thousands, except as otherwise noted):

As of December 31,
20212020Increase
U.S. Pawn Segment
Earning assets:
Pawn loans$256,311$220,39116%
Inventories197,486136,10945%
$453,797$356,50027%
Average outstanding pawn loan amount (in ones)$222$19812%
Composition of pawn collateral:
General merchandise34%33%
Jewelry66%67%
100%100%
Composition of inventories:
General merchandise45%46%
Jewelry55%54%
100%100%
Percentage of inventory aged greater than one year1%2%
Inventory turnover (trailing twelve months cost of merchandise sales divided by average inventories)2.8 times3.2 times

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The following table presents segment pre-tax operating income and other operating metrics of the U.S. pawn segment for the year ended December 31, 2021 as compared to the year ended December 31, 2020 (dollars in thousands). Operating expenses include salary and benefit expense of pawn store-level employees, occupancy costs, bank charges, security, insurance, utilities, supplies and other costs incurred by the pawn stores.

Year Ended
December 31,Increase /
20212020(Decrease)
U.S. Pawn Segment
Revenue:
Retail merchandise sales$742,374$720,2813%
Pawn loan fees305,350310,437(2)%
Wholesale scrap jewelry sales27,16345,405(40)%
Interest and fees on finance receivables (1)2,016(100)%
Total revenue1,074,8871,078,139%
Cost of revenue:
Cost of retail merchandise sold416,039415,938%
Cost of wholesale scrap jewelry sold22,88639,584(42)%
Provision for loan losses (1)(488)100%
Total cost of revenue438,925455,034(4)%
Net revenue635,962623,1052%
Segment expenses:
Operating expenses380,895396,627(4)%
Depreciation and amortization22,23421,7432%
Total segment expenses403,129418,370(4)%
Segment pre-tax operating income$232,833$204,73514%
Operating metrics:
Retail merchandise sales margin44%42%
Net revenue margin59%58%
Segment pre-tax operating margin22%19%

(1)Effective June 30, 2020, the Company’s U.S. pawn segment ceased offering an unsecured consumer loan product.

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Retail Merchandise Sales Operations

U.S. retail merchandise sales increased 3% to $742.4 million during 2021 compared to $720.3 million for 2020. Same-store retail sales were flat during 2021 compared to 2020. The gross profit margin on retail merchandise sales in the U.S. was 44% during 2021 compared to a margin of 42% during 2020. The increase in margin was primarily a result of continued retail demand for value-priced pre-owned merchandise, increased buying of merchandise directly from customers and lower levels of aged inventory, which limited the need for normal discounting.

U.S. inventories increased 45% from $136.1 million at December 31, 2020 to $197.5 million at December 31, 2021. The increase was primarily due to the lower than normal inventory balances at December 31, 2020 due to the impacts of the COVID-19 pandemic. Inventories aged greater than one year in the U.S. were 1% at December 31, 2021 compared to 2% at December 31, 2020.

Pawn Lending Operations

U.S. pawn loan receivables as of December 31, 2021 increased 16% in total and 13% on a same-store basis compared to December 31, 2020. The increase in total and same-store pawn receivables was primarily due to the continued recovery in pawn lending demand during 2021 to pre-pandemic levels as the economy reopened and government stimulus programs were curtailed.

U.S. pawn loan fees decreased 2% to $305.4 million during 2021 compared to $310.4 million for 2020. Same-store pawn fees decreased 4% during 2021 compared to 2020. The decline in total and same-store pawn loan fees was primarily due to the significantly lower than normal beginning pawn loan levels, partially offset by the continued recovery in pawn loan demand towards pre-pandemic levels during 2021.

Segment Expenses and Segment Pre-Tax Operating Income

U.S. store operating expenses decreased 4% to $380.9 million during 2021 compared to $396.6 million during 2020 and same-store operating expenses decreased 6% compared with the prior-year period. The decrease in total and same-store operating expenses was primarily due to reduced staffing levels and other cost saving initiatives in response to COVID-19, partially offset by increased store-level incentive compensation driven by increased revenues towards the latter part of 2021.

The U.S. segment pre-tax operating income for 2021 was $232.8 million, which generated a pre-tax segment operating margin of 22% compared to $204.7 million and 19% in the prior year, respectively. The increase in the segment pre-tax operating income and margin reflected an increase in gross profit from retail sales and a decrease in operating expenses, partially offset by a slight decrease in pawn loan fees, gross profit from scrap sales and net revenue from consumer loan and credit services products as a result of discontinuing consumer lending operations in U.S. pawn stores in 2020.

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Latin America Pawn Segment

The Company’s management reviews and analyzes operating results in Latin America on a constant currency basis because the Company believes this better represents the Company’s underlying business trends. Constant currency results are non-GAAP financial measures, which exclude the effects of foreign currency translation and are calculated by translating current-year results at prior-year average exchange rates. The wholesale scrap jewelry sales in Latin America are priced and settled in U.S. dollars and are not affected by foreign currency translation, as are a small percentage of the operating and administrative expenses in Latin America, that are billed and paid in U.S. dollars.

Latin American results of operations for 2021 compared to 2020 were impacted by a 6% favorable change in the average value of the Mexican peso compared to the U.S. dollar. The translated value of Latin American earning assets as of December 31, 2021 compared to December 31, 2020 was also impacted by a 4% unfavorable change in the end-of-period value of the Mexican peso compared to the U.S. dollar.

The following table details earning assets, which consist of pawn loans and inventories as well as other earning asset metrics of the Latin America pawn segment as of December 31, 2021 as compared to December 31, 2020 (dollars in thousands, except as otherwise noted):

Constant Currency Basis
As of
December 31,
As of December 31,Increase /2021Increase
20212020(Decrease)(Non-GAAP)(Non-GAAP)
Latin America Pawn Segment
Earning assets:
Pawn loans$91,662$87,8404%$94,4207%
Inventories65,82554,24321%67,82125%
$157,487$142,08311%$162,24114%
Average outstanding pawn loan amount (in ones)$77$78(1)%$791%
Composition of pawn collateral:
General merchandise67%64%
Jewelry33%36%
100%100%
Composition of inventories:
General merchandise68%56%
Jewelry32%44%
100%100%
Percentage of inventory aged greater than one year1%2%
Inventory turnover (trailing twelve months cost of merchandise sales divided by average inventories)4.2 times4.3 times

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The following table presents segment pre-tax operating income and other operating metrics of the Latin America pawn segment for the year ended December 31, 2021 as compared to the year ended December 31, 2020 (dollars in thousands). Operating expenses include salary and benefit expense of pawn store-level employees, occupancy costs, bank charges, security, insurance, utilities, supplies and other costs incurred by the pawn stores.

Constant Currency Basis
Year Ended
Year EndedDecember 31,Increase /
December 31,Increase /2021(Decrease)
20212020(Decrease)(Non-GAAP)(Non-GAAP)
Latin America Pawn Segment
Revenue:
Retail merchandise sales$391,875$355,23710%$371,0334%
Pawn loan fees170,432147,08016%161,33610%
Wholesale scrap jewelry sales30,02750,828(41)%30,027(41)%
Total revenue592,334553,1457%562,3962%
Cost of revenue:
Cost of retail merchandise sold247,425225,14910%234,3084%
Cost of wholesale scrap jewelry sold26,24339,962(34)%24,837(38)%
Total cost of revenue273,668265,1113%259,145(2)%
Net revenue318,666288,03411%303,2515%
Segment expenses:
Operating expenses179,020165,5318%170,1083%
Depreciation and amortization17,83415,81613%17,0058%
Total segment expenses196,854181,3479%187,1133%
Segment pre-tax operating income$121,812$106,68714%$116,1389%
Operating metrics:
Retail merchandise sales margin37%37%37%
Net revenue margin54%52%54%
Segment pre-tax operating margin21%19%21%

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Retail Merchandise Sales Operations

Latin America inventories increased 21% (25% on a constant currency basis) from $54.2 million at December 31, 2020 to $65.8 million at December 31, 2021. The increase was primarily due to lower than normal inventory balances at December 31, 2020 due to the impacts of the COVID-19 pandemic. Inventories aged greater than one year in Latin America were 1% at December 31, 2021 and 2% at December 31, 2020.

Latin America retail merchandise sales increased 10% (4% on a constant currency basis) to $391.9 million during 2021 compared to $355.2 million for 2020. Same-store retail sales increased 8% (2% on a constant currency basis). The gross profit margin on retail merchandise sales was 37% during 2021 and 2020.

Pawn Lending Operations

Latin America pawn loan receivables increased 4% (7% on a constant currency basis) as of December 31, 2021 compared to December 31, 2020, and on a same-store basis, increased by 3% (6% on a constant currency basis). The increase in total and same-store pawn receivables and resulting pawn loan fees was primarily due to the continued recovery in pawn lending demand during 2021 towards pre-pandemic levels.

Latin America pawn loan fees increased 16% (10% on a constant currency basis), totaling $170.4 million during 2021 compared to $147.1 million for 2020. Same-store pawn fees increased 14% (8% on a constant currency basis) during 2021 compared to 2020. The increase in total and same-store constant currency pawn loan fees was primarily due to the continued improvement of pawn loan origination activity during 2021, partially offset by significantly lower than normal beginning pawn loan levels.

Segment Expenses and Segment Pre-Tax Operating Income

Store operating expenses increased 8% (3% on a constant currency basis) to $179.0 million during 2021 compared to $165.5 million during 2020. Same-store operating expenses increased 6% (1% on a constant currency basis) compared to the prior-year period.

The segment pre-tax operating income for 2021 was $121.8 million, which generated a pre-tax segment operating margin of 21% compared to $106.7 million and 19% in the prior year, respectively. The increase in the segment pre-tax operating income and margin was primarily due to an increase in gross profit from retail sales and pawn loan fees and a 6% favorable change in the average value of the Mexican peso, partially offset by a decrease in gross profit from scrap sales and an increase in store operating expenses.

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Retail POS Payment Solutions Segment

The Company completed the AFF Acquisition on December 17, 2021 and the results of operations of AFF have been consolidated since the acquisition date. The Company has performed a preliminary valuation analysis of identifiable assets acquired and liabilities assumed and allocated the aggregate purchase consideration based on the fair values of those identifiable assets and liabilities. See Note 3 of Notes to Consolidated Financial Statements for additional information about the AFF Acquisition.

As a result of purchase accounting, AFF’s as reported earning assets, consisting of finance receivables and leased merchandise, contain significant fair value adjustments. The fair value adjustments will be amortized over the life of the lease contracts and finance receivables acquired at the time of acquisition. Future originations of finance receivables and purchases of leased merchandise will be accounted for as described in Note 2 of Notes to Consolidated Financial Statements.

The following table provides a detail of finance receivables as reported and as adjusted to exclude the impacts of purchase accounting as of December 31, 2021 (in thousands):

As of December 31, 2021
As Reported (GAAP)AdjustmentsAdjusted (Non-GAAP)
Finance receivables, before allowance for loan losses (1)$256,595$(42,657)$213,938
Less allowance for loan losses75,57475,574
Finance receivables, net$181,021$(42,657)$138,364

(1)    As reported acquired finance receivables was recorded at fair value in conjunction with purchase accounting. Adjustment represents the difference between the original amortized cost basis and fair value of the remaining acquired finance receivables.

The following table provides a detail of leased merchandise as reported and as adjusted to exclude the impacts of purchase accounting as of December 31, 2021 (in thousands):

As of December 31, 2021
As Reported (GAAP)AdjustmentsAdjusted (Non-GAAP)
Leased merchandise, before allowance for lease losses (1)$149,386$53,829$203,215
Less allowance for lease losses (2)5,44261,52666,968
Leased merchandise, net$143,944$(7,697)$136,247

(1)    As reported acquired leased merchandise was recorded at fair value (which includes estimates for charge-offs) in conjunction with purchase accounting. Adjustment represents the difference between the original depreciated cost and fair value of the remaining acquired leased merchandise.

(2)    As reported allowance for lease losses represents the provision for lease losses for leases originated between December 17, 2021 and December 31, 2021. Adjustment represents the remaining allowance for lease losses of acquired leased merchandise, which is included in the fair value of the acquired leased merchandise described in (1) above.

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AFF’s as reported results of operations also contain significant purchase accounting impacts. The following table presents segment pre-tax operating income as reported and as adjusted to exclude the impacts of purchase accounting for the period from December 17, 2021 through December 31, 2021 (in thousands). Operating expenses include salary and benefit expense of certain operations focused departments, merchant partner incentives, bank and other payment processing charges, credit reporting costs, information technology costs, advertising costs and other operational costs incurred by AFF. Administrative expenses of AFF are not included in the segment pre-tax operating income.

December 17, 2021 - December 31, 2021
As ReportedAdjusted
(GAAP)Adjustments(Non-GAAP)
Retail POS Payment Solutions Segment
Revenue:
Leased merchandise income$22,720$404$23,124
Interest and fees on finance receivables9,0241,70810,732
Total revenue31,7442,11233,856
Cost of revenue:
Depreciation of leased merchandise12,82612,826
Provision for lease losses5,4425,442
Provision for loan losses (1)48,952(44,250)4,702
Total cost of revenue67,220(44,250)22,970
Net revenue (loss)(35,476)46,36210,886
Segment expenses:
Operating expenses4,9174,917
Depreciation and amortization (2)122122
Total segment expenses5,0395,039
Segment pre-tax operating income (loss)$(40,515)$46,362$5,847

(1)    As reported provision for loan losses includes the establishment of the initial allowance for expected lifetime credit losses for acquired finance receivables not considered purchased credit deteriorated, which is recorded as an expense in the loan loss provision. See Note 3 of Notes to Consolidated Financial Statements.

(2)    Amortization of identified intangible assets in the AFF Acquisition are considered corporate expenses and not included in segment depreciation and amortization.

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Consolidated Results of Operations

The following table reconciles pre-tax operating income of the Company’s U.S. pawn segment, Latin America pawn segment and retail POS payment solutions segment discussed above to consolidated net income for the year ended December 31, 2021 as compared to the year ended December 31, 2020 (dollars in thousands):

Year Ended December 31,Increase /
20212020(Decrease)
Consolidated Results of Operations
Segment pre-tax operating income (loss):
U.S. pawn$232,833$204,73514%
Latin America pawn121,812106,68714%
Retail POS payment solutions (1)(40,515)%
Consolidated segment pre-tax operating income314,130311,4221%
Corporate expenses and other income:
Administrative expenses111,259110,931%
Depreciation and amortization5,7164,54626%
Interest expense32,38629,34410%
Interest income(696)(1,540)(55)%
Loss on foreign exchange436884(51)%
Merger and acquisition expenses15,4491,3161,074%
Gain on revaluation of contingent acquisition consideration(17,871)%
Impairments and dispositions of certain other assets94910,505(91)%
Loss on extinguishment of debt11,737(100)%
Total corporate expenses and other income147,628167,723(12)%
Income before income taxes166,502143,69916%
Provision for income taxes41,59337,12012%
Net income$124,909$106,57917%

(1)    Includes the results of operations for AFF for the period December 17, 2021 to December 31, 2021. These results are significantly impacted by certain purchase accounting adjustments as noted in the retail POS payment solutions segment above.

Corporate Expenses and Taxes

Administrative expenses increased less than 1% to $111.3 million during 2021 compared to $110.9 million during 2020, primarily due to increased incentive compensation and a 6% favorable change in the average value of the Mexican peso resulting in higher U.S. dollar translated expenses, partially offset by reduced travel costs and other cost saving initiatives in response to COVID-19. As a percentage of revenue, administrative expenses were 7% during 2021 and 2020.

Interest expense increased 10% to $32.4 million during 2021 compared to $29.3 million for 2020, primarily related to the December 13, 2021 issuance of the $550.0 million senior unsecured notes due in 2030 and increased borrowings on the Company’s revolving unsecured credit facilities. See Note 11 of Notes to Consolidated Financial Statements and “Liquidity and Capital Resources.”

Merger and acquisition expenses increased to $15.4 million during 2021 compared to $1.3 million during 2020, reflecting transaction costs primarily related to the AFF Acquisition in 2021.

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The Company recognized a gain of $17.9 million during 2021 as a result of a decrease in the liability for the estimated fair value of certain contingent consideration related to the AFF Acquisition which is tied to the Company’s stock price. The gain was due to the increase in the Company’s stock price from $62.83 on December 16, 2021 to $74.81 on December 31, 2021, which decreased the estimated fair value of the contingent consideration. See Note 3 and Note 6 of Notes to Consolidated Financial Statements for additional information about the contingent consideration related to the AFF Acquisition.

During 2021 and 2020, the Company recorded a $1.6 million and $7.1 million write-off of certain merger related lease intangibles, respectively. The lease intangibles, which are included in the operating lease right of use asset on the consolidated balance sheets, were recorded in conjunction with the Cash America merger and were written-off primarily as a result of the Company purchasing the store real estate from the landlords of certain existing legacy Cash America stores. During 2021, the Company also recorded a $0.7 million gain on the sale of real estate, and during 2020, the Company also recorded a $1.9 million impairment of other assets and a $1.5 million impairment of property and equipment.

During 2020, the Company redeemed its outstanding $300.0 million, 5.375% senior notes due 2024, incurring a loss on extinguishment of debt of $11.7 million, which includes an early redemption premium and other redemption costs of $8.8 million and the write-off of unamortized debt issuance costs of $2.9 million.

The consolidated effective income tax rate for 2021 and 2020 was 25.0% and 25.8%, respectively. The decrease in the effective tax rate was primarily due to an increased foreign permanent tax benefit recorded during 2021 related to an increased inflation index adjustment allowed in Mexico as a result of elevated inflation during 2021, partially offset by a tax benefit recognized in 2020 resulting from the Internal Revenue Service finalizing regulations for the GILTI provisions for foreign operations in the U.S. federal tax code, which essentially eliminated the impact of the incremental GILTI tax on the Company. See Note 12 of Notes to Consolidated Financial Statements.

Liquidity and Capital Resources

Material Capital Requirements

The Company’s primary capital requirements include:

•Expand pawn operations through growth of pawn receivables and inventories in existing stores, new store openings and strategic acquisition of pawn stores;

•Expand retail POS payment solutions operations through growth of the business generated from new and existing merchant partners;

◦Expected to result in additional purchases of lease merchandise, funding of additional finance receivables and an increase in servicing and collection activities to support increased leases and finance receivables outstanding;

◦Expected to require operational support and development activities around AFF’s proprietary loan management and decisioning systems along with merchant and customer service functions; and

•Return capital to shareholders through dividends and stock repurchases.

Other material capital requirements include operating expenses (see Note 4 of Notes to Consolidated Financial Statements regarding operating lease commitments), general corporate operating activities, income tax payments and debt service among others. The Company believes that net cash provided by operating activities and available and unused funds under its revolving unsecured credit facilities will be adequate to meet its liquidity and capital needs for these items in the short-term over the next 12 months and also in the long-term beyond the next 12 months.

Expand Pawn Operations

The Company intends to continue expansion through new store openings, primarily in Latin America. The impacts of COVID-19 limited the number of 2021 new store openings to 61. For 2022, the Company expects to add up to 60 de novo full-service pawn locations in Latin America. Future store openings remain subject to uncertainties related to the COVID-19 pandemic, including but not limited to, the ability to continue construction projects and obtain necessary licenses and permits, utility services, store equipment, supplies and staffing.

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The Company continually looks for, and is presented with, potential pawn store acquisition opportunities and will evaluate potential acquisitions based upon growth potential, purchase price, available liquidity, debt covenant restrictions, strategic fit and quality of management personnel, among other factors. The Company acquired 46 pawn stores in the U.S. and acquired a pawn license that will be used to open a new pawn store in the state of Nevada during 2022 for a cumulative purchase price of $79.5 million, net of cash acquired and subject to future post-closing adjustments.

Although viewed by management as a discretionary expenditure not required to operate its pawn stores, the Company may continue to purchase real estate from its landlords at existing stores or in conjunction with pawn store acquisitions, as opportunities arise at reasonable valuations. The Company purchased the real estate at 54 store locations, primarily from landlords at existing stores, for a cumulative purchase price of $79.5 million during 2021.

Expand Retail POS Payment Solutions Operations

AFF will continue to promote and build relationships with existing customers and merchants and believes there is an opportunity to increase the share of existing merchants’ overall transaction volumes. While existing merchant partner relationships represent a significant source of AFF’s origination volumes, the Company believes there are also many more untapped traditional and e-commerce merchants providing goods and services to customers that could benefit from offering AFF’s retail POS payment solutions. AFF has made, and intends to continue to make, investments in its marketing team to drive awareness of AFF’s products at its merchant partners to increase utilization and encourage repeat business through increased marketing directly to AFF’s customers. In addition, AFF has made and intends to continue to make investments in its unique and proprietary decisioning platform.

Return of Capital to Shareholders

In February 2022, the Company’s Board of Directors declared a $0.30 per share first quarter cash dividend on common shares outstanding, or an aggregate of $14.5 million based on the December 31, 2021 share count, to be paid on February 28, 2022 to stockholders of record as of February 21, 2022. While the Company currently expects to continue the payment of quarterly cash dividends, the amount, declaration and payment of cash dividends in the future (quarterly or otherwise) will be made by the Board of Directors, from time to time, subject to the Company’s financial condition, results of operations, business requirements, compliance with legal requirements, debt covenant restrictions and other relevant factors including the impact of COVID-19.

During 2021, the Company repurchased a total of 688,000 shares of common stock at an aggregate cost of $49.6 million and an average cost per share of $72.10, and during 2020, repurchased 1,427,000 shares of common stock at an aggregate cost of $107.0 million and an average cost per share of $74.96. The Company has approximately $72.2 million of remaining availability under its currently authorized stock repurchase program. While the Company intends to continue repurchases under its active share repurchase program, future share repurchases are subject to a variety of factors, including, but not limited to, the level of cash balances, credit availability, debt covenant restrictions, general business conditions, regulatory requirements, the market price of the Company’s stock, dividend policy, the availability of alternative investment opportunities, including acquisitions, and the impact of COVID-19.

Sources of Liquidity

The Company regularly evaluates opportunities to optimize its capital structure, including through consideration of the issuance of debt or equity, to refinance existing debt and to enter into interest rate hedge transactions, such as interest rate swap agreements. As of December 31, 2021, the Company’s primary sources of liquidity were $120.0 million in cash and cash equivalents and $267.0 million of available and unused funds under the Company's revolving unsecured credit facilities, subject to certain financial covenants (see Note 11 of Notes to Consolidated Financial Statements). The Company had working capital of $737.2 million as of December 31, 2021.

The Company’s cash and cash equivalents as of December 31, 2021 included $57.5 million held by its foreign subsidiaries. These cash balances, which are primarily held in Mexican pesos, are associated with foreign earnings the Company has asserted are indefinitely reinvested and which the Company primarily plans to use to support its continued growth plans outside the U.S. through funding of capital expenditures, acquisitions, operating expenses or other similar cash needs of the Company’s foreign operations. Primarily as a result of reduced store opening and acquisition activity, primarily due to the impacts of COVID-19, the Company elected to repatriate $10.0 million from certain foreign subsidiaries during 2021.

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The continued developments and fluidity of the COVID-19 pandemic make it difficult to predict the ongoing impact of COVID-19 on the Company’s liquidity and presents a material uncertainty, which could adversely affect the Company’s results of operations, financial condition and cash flows in the future. Other factors, such as changes in general customer traffic and demand, pawn loan balances, loan-to-value ratios, collection of pawn fees, merchandise sales, inventory levels, LTO and finance receivable originations, collection of lease and finance receivable payments, seasonality, operating expenses, administrative expenses, expenses related to merger and acquisition activities, tax rates, gold prices, foreign currency exchange rates and the pace of new pawn store expansion and acquisitions, affect the Company’s liquidity. Additionally, a prolonged reduction in earnings and EBITDA could limit the Company’s future ability to fully borrow on its credit facilities under current leverage covenants. Regulatory developments affecting the Company’s operations may also impact profitability and liquidity. See “Item 1. Business—Governmental Regulation.”

If needed, the Company could seek to raise additional funds from a variety of sources, including but not limited to, repatriation of excess cash held in Latin America, the sale of assets, reductions in operating expenses, capital expenditures and dividends, the forbearance or deferral of operating expenses, the issuance of debt or equity securities, leveraging currently unencumbered real estate owned by the Company and/or changes to its management of current assets. The characteristics of the Company’s current assets, specifically the ability to rapidly liquidate gold jewelry inventory, which accounts for approximately 49% of total inventory, gives the Company flexibility to quickly increase cash flow, if necessary.

Cash Flows and Liquidity Metrics

The following tables set forth certain historical information with respect to the Company’s sources and uses of cash and other key indicators of liquidity (dollars in thousands):

Year Ended December 31,
202120202019
Cash flow provided by operating activities$223,304$222,264$231,596
Cash flow used in investing activities(744,637)(20,352)(137,053)
Cash flow provided by (used in) financing activities576,993(186,502)(120,806)
As of December 31,
202120202019
Working capital$737,151$418,159$538,087
Current ratio2.9:13.0:13.7:1

Cash Flow Provided by Operating Activities

Net cash provided by operating activities increased $1.0 million from $222.3 million for 2020 to $223.3 million for 2021, due to net changes in certain non-cash adjustments to reconcile net income to operating cash flow and net changes in other operating assets and liabilities (as detailed in the consolidated statements of cash flows), and an increase in net income of $18.3 million.

Cash Flow Used in Investing Activities

Net cash used in investing activities increased $724.3 million, or 3,559%, from $20.4 million during 2020 to $744.6 million during 2021. Cash flows from investing activities are utilized primarily to fund acquisitions, purchases of furniture, fixtures, equipment and improvements, which includes capital expenditures for improvements to existing pawn stores and for new pawn store openings and other corporate assets, and discretionary purchases of store real property. In addition, cash flows related to the funding of new pawn loans, net of cash repayments and recovery of principal through the sale of inventories acquired from forfeiture of pawn collateral, and finance receivables are included in investing activities. The portion of the AFF Acquisition consideration paid in cash, net of cash acquired, was $462.1 million while the Company also paid $81.8 million in cash related to current and prior-year pawn store acquisitions, $42.0 million for furniture, fixtures, equipment and improvements and $79.5 million for discretionary pawn store real property purchases during 2021 compared to $44.3 million, $37.5 million and $45.5 million in 2020, respectively. The Company funded a net increase in pawn loans of $73.3 million during 2021, whereas the Company received funds from a net decrease in pawn loans of $105.4 million during 2020, and the Company funded a net increase in finance receivables of $5.8 million during 2021.

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Cash Flow Provided by Financing Activities

Net cash provided by financing activities increased $763.5 million, or 409%, from net cash used in financing activities of $186.5 million during 2020 to net cash provided by financing activities of $577.0 million during 2021. Net borrowings on the credit facilities were $136.0 million during 2021 compared to net payments of $215.5 million during 2020. During 2021, the Company received $550.0 million in proceeds from the private offering of senior unsecured notes and paid $10.6 million in debt issuance costs which was used primarily to fund the acquisition of AFF. During 2020, the Company received $500.0 million in proceeds from the private offering of senior unsecured notes and paid $8.0 million in debt issuance costs. Using part of the proceeds from these senior unsecured notes, the Company redeemed $300.0 million of senior unsecured notes and paid redemption premiums and other redemption costs of $8.8 million during 2020. The Company funded $49.6 million for share repurchases and paid dividends of $47.5 million during 2021, compared to funding $107.0 million of share repurchases and dividends paid of $44.8 million during 2020. In addition, the Company paid $1.7 million in withholding taxes on net share settlements of restricted stock unit awards and stock options exercised and received $0.4 million in proceeds from the exercise of stock options during 2021, compared to $3.7 million and $1.1 million, during 2020, respectively.

Non-GAAP Financial Information

The Company uses certain financial calculations such as adjusted net income, adjusted diluted earnings per share, EBITDA, adjusted EBITDA, free cash flow, adjusted free cash flow, adjusted retail POS payment solutions segment metrics and constant currency results as factors in the measurement and evaluation of the Company’s operating performance and period-over-period growth. The Company derives these financial calculations on the basis of methodologies other than GAAP, primarily by excluding from a comparable GAAP measure certain items the Company does not consider to be representative of its actual operating performance. These financial calculations are “non-GAAP financial measures” as defined under the SEC rules. The Company uses these non-GAAP financial measures in operating its business because management believes they are less susceptible to variances in actual operating performance that can result from the excluded items, other infrequent charges and currency fluctuations. The Company presents these financial measures to investors because management believes they are useful to investors in evaluating the primary factors that drive the Company’s core operating performance and provide greater transparency into the Company’s results of operations. However, items that are excluded and other adjustments and assumptions that are made in calculating these non-GAAP financial measures are significant components in understanding and assessing the Company’s financial performance. These non-GAAP financial measures should be evaluated in conjunction with, and are not a substitute for, the Company’s GAAP financial measures. Further, because these non-GAAP financial measures are not determined in accordance with GAAP and are thus susceptible to varying calculations, the non-GAAP financial measures, as presented, may not be comparable to other similarly titled measures of other companies.

While acquisitions are an important part of the Company’s overall strategy, the Company has adjusted the applicable financial calculations to exclude merger and acquisition expenses to allow more accurate comparisons of the financial results to prior periods, which include the Company’s transaction expenses incurred in connection with its acquisition of AFF. In addition, the Company does not consider these merger and acquisition expenses to be related to the organic operations of the acquired businesses or its continuing operations and such expenses are generally not relevant to assessing or estimating the long-term performance of the acquired businesses. Merger and acquisition expenses include incremental costs directly associated with merger and acquisition activities, including professional fees, legal expenses, severance, retention and other employee-related costs, contract breakage costs and costs related to the consolidation of technology systems and corporate facilities, among others.

The Company has certain leases in Mexico which are denominated in U.S. dollars. The lease liability of these U.S. dollar denominated leases, which is considered a monetary liability, is remeasured into Mexican pesos using current period exchange rates resulting in the recognition of foreign currency exchange gains or losses. The Company has adjusted the applicable financial measures to exclude these remeasurement gains or losses because they are non-cash, non-operating items that could create volatility in the Company’s consolidated results of operations due to the magnitude of the end of period lease liability being remeasured and to improve comparability of current periods presented with prior periods.

In conjunction with the Cash America merger in 2016, the Company recorded certain lease intangibles related to above or below market lease liabilities of Cash America which are included in the operating lease right of use asset on the consolidated balance sheets. As the Company continues to opportunistically purchase real estate from landlords at certain Cash America stores, the associated lease intangible, if any, is written-off and gain or loss is recognized. The Company has adjusted the applicable financial measures to exclude these gains or losses given the variability in size and timing of these transactions and because they are non-cash, non-operating gains or losses. The Company believes this improves comparability of operating results for current periods presented with prior periods.

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Adjusted Net Income and Adjusted Diluted Earnings Per Share

Management believes the presentation of adjusted net income and adjusted diluted earnings per share provides investors with greater transparency and provides a more complete understanding of the Company’s financial performance and prospects for the future by excluding items that management believes are non-operating in nature and not representative of the Company’s core operating performance. In addition, management believes the adjustments shown below are useful to investors in order to allow them to compare the Company’s financial results for the current periods presented with the prior periods presented.

The following table provides a reconciliation between net income and diluted earnings per share calculated in accordance with GAAP to adjusted net income and adjusted diluted earnings per share, which are shown net of tax (unaudited, in thousands, except per share amounts):

Year Ended December 31,
202120202019
In ThousandsPer ShareIn ThousandsPer ShareIn ThousandsPer Share
Net income and diluted earnings per share, as reported$124,909$3.04$106,579$2.56$164,618$3.81
Adjustments, net of tax:
Merger and acquisition expenses11,8720.299910.021,2760.03
Non-cash foreign currency loss (gain) related to lease liability4510.018740.02(653)(0.01)
AFF purchase accounting adjustments, net (1)23,5170.58
Impairments and dispositions of certain other assets7300.026,9790.172,6590.06
Loss on extinguishment of debt9,0370.22
Accrual of pre-merger Cash America income tax liability6930.02
Adjusted net income and diluted earnings per share$161,479$3.94$125,153$3.01$167,900$3.89

(1)Includes $34.1 million related to the establishment of the initial allowance for expected lifetime credit losses for purchased AFF finance receivables that are not considered credit deteriorated (non-PCD loans), which is recorded as an expense in the provision for loan losses, $1.6 million related to the amortization of acquired intangible assets and $1.6 million related to other non-cash purchase accounting adjustments, partially offset by the $13.8 million gain on revaluation of AFF contingent acquisition consideration (all shown net of tax).

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The following table provides a reconciliation of the gross amounts, the impact of income taxes and the net amounts for the adjustments included in the table above (unaudited, in thousands):

Year Ended December 31,
202120202019
Pre-taxTaxAfter-taxPre-taxTaxAfter-taxPre-taxTaxAfter-tax
Merger and acquisition expenses$15,449$3,577$11,872$1,316$325$991$1,766$490$1,276
Non-cash foreign currency loss (gain) related to lease liability6441934511,249375874(933)(280)(653)
AFF purchase accounting adjustments, net30,5427,02523,517
Impairment and dispositions of certain other assets9492197309,0642,0856,9793,4547952,659
Loss on extinguishment of debt11,7372,7009,037
Accrual of pre-merger Cash America income tax liability(693)693
Total adjustments$47,584$11,014$36,570$23,366$4,792$18,574$4,287$1,005$3,282

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Earnings Before Interest, Taxes, Depreciation and Amortization (EBITDA) and Adjusted EBITDA

The Company defines EBITDA as net income before income taxes, depreciation and amortization, interest expense and interest income and adjusted EBITDA as EBITDA adjusted for certain items as listed below that management considers to be non-operating in nature and not representative of its actual operating performance. The Company believes EBITDA and adjusted EBITDA are commonly used by investors to assess a company’s financial performance, and adjusted EBITDA is used as a starting point in the calculation of the consolidated total debt ratio as defined in the Company’s senior unsecured notes. The following table provides a reconciliation of net income to EBITDA and adjusted EBITDA (unaudited, in thousands):

Year Ended December 31,
202120202019
Net income$124,909$106,579$164,618
Income taxes41,59337,12059,993
Depreciation and amortization45,90642,10541,904
Interest expense32,38629,34434,035
Interest income(696)(1,540)(1,055)
EBITDA244,098213,608299,495
Adjustments:
Merger and acquisition expenses15,4491,3161,766
Non-cash foreign currency loss (gain) related to lease liability6441,249(933)
AFF purchase accounting adjustments, net (1)28,491
Impairments and dispositions of certain other assets9499,0643,454
Loss on extinguishment of debt11,737
Adjusted EBITDA$289,631$236,974$303,782

(1)Excludes $2.1 million of amortization expense related to identifiable intangible assets for the twelve months ended December 31, 2021, which is already included in the add back of depreciation and amortization to calculate EBITDA.

Free Cash Flow and Adjusted Free Cash Flow

For purposes of its internal liquidity assessments, the Company considers free cash flow and adjusted free cash flow. The Company defines free cash flow as cash flow from operating activities less purchases of furniture, fixtures, equipment and improvements and net fundings/repayments of pawn loan and finance receivables, which are considered to be operating in nature by the Company but are included in cash flow from investing activities. Adjusted free cash flow is defined as free cash flow adjusted for merger and acquisition expenses paid that management considers to be non-operating in nature.

Free cash flow and adjusted free cash flow are commonly used by investors as an additional measure of cash generated by business operations that may be used to repay scheduled debt maturities and debt service or, following payment of such debt obligations and other non-discretionary items, may be available to invest in future growth through new business development activities or acquisitions, repurchase stock, pay cash dividends or repay debt obligations prior to their maturities. These metrics can also be used to evaluate the Company’s ability to generate cash flow from business operations and the impact that this cash flow has on the Company’s liquidity. However, free cash flow and adjusted free cash flow have limitations as analytical tools and should not be considered in isolation or as a substitute for cash flow from operating activities or other income statement data prepared in accordance with GAAP. The following table reconciles cash flow from operating activities to free cash flow and adjusted free cash flow (unaudited, in thousands):

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Year Ended December 31,
202120202019
Cash flow from operating activities$223,304$222,264$231,596
Cash flow from investing activities:
Pawn loans, net (1)(73,340)105,41821,650
Finance receivables, net(5,844)1,59012,756
Purchases of furniture, fixtures, equipment and improvements(42,022)(37,543)(44,311)
Free cash flow102,098291,729221,691
Merger and acquisition expenses paid, net of tax benefit11,8729911,276
Adjusted free cash flow$113,970$292,720$222,967

(1)Includes the funding of new loans net of cash repayments and recovery of principal through the sale of inventories acquired from forfeiture of pawn collateral.

Retail POS Payment Solutions Segment Purchase Accounting Adjustments

Management believes the presentation of certain retail POS payment solutions segment metrics adjusted to exclude the impacts of purchase accounting provides investors with greater transparency and provides a more complete understanding of AFF’s financial performance and prospects for the future by excluding the impacts of purchase accounting, which management believes is non-operating in nature and not representative of AFF’s core operating performance. See the retail POS payment solutions segment tables in “Results of Operations” above for additional reconciliation of certain amounts adjusted to exclude the impacts of purchase accounting to as reported GAAP amounts.

Constant Currency Results

The Company’s reporting currency is the U.S. dollar. However, certain performance metrics discussed in this report are presented on a “constant currency” basis, which is considered a non-GAAP financial measure. The Company’s management uses constant currency results to evaluate operating results of business operations in Latin America, which are primarily transacted in local currencies.

The Company believes constant currency results provide valuable supplemental information regarding the underlying performance of its business operations in Latin America, consistent with how the Company’s management evaluates such performance and operating results. Constant currency results reported herein are calculated by translating certain balance sheet and income statement items denominated in local currencies using the exchange rate from the prior-year comparable period, as opposed to the current comparable period, in order to exclude the effects of foreign currency rate fluctuations for purposes of evaluating period-over-period comparisons. Business operations in Mexico, Guatemala and Colombia are transacted in Mexican pesos, Guatemalan quetzales and Colombian pesos. The Company also has operations in El Salvador where the reporting and functional currency is the U.S. dollar. See the Latin America pawn segment tables in “Results of Operations” above for additional reconciliation of certain constant currency amounts to as reported GAAP amounts.

Effects of Inflation

During 2021, the Company does not believe inflation had a material effect on the volume of pawn loans originated by the Company or AFF’s transaction volume, merchandise sales of the Company, or the Company’s results of operations during 2021. Widely reported inflation has occurred, however, and may be ongoing into the foreseeable future. Depending on the severity and persistence of these inflationary pressures, the Company could see a negative impact on its customers’ ability to pay (including an impact on the collectability of its accounts receivable) for its goods and services as well as increases in wages and other operating costs. However, inflationary economic environments could also benefit the Company by increasing customer demand for value priced products and lending services in its pawn stores.

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Seasonality

The Company’s business is subject to seasonal variations, and operating results for each quarter and year-to-date periods are not necessarily indicative of the results of operations for the full year. Typically, the Company experiences seasonal growth of pawn service fees in the third and fourth quarter of each year due to pawn loan balance growth. Pawn service fees generally decline in the first and second quarter of each year after the typical repayment period of pawn loans associated with statutory bonuses received by customers in the fourth quarter in Mexico and with tax refund proceeds received by customers in the first quarter in the U.S. In addition, AFF customers generally exercise the early buyout option on their existing lease or finance receivable more frequently during the first quarter associated with tax refund proceeds. Retail sales are seasonally higher in the fourth quarter associated with holiday shopping and, to a lesser extent, in the first quarter associated with tax refunds in the U.S.

Recent Accounting Pronouncements

See discussion in Note 2 of Notes to Consolidated Financial Statements.