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ivables30To59DaysPastDueMember2025-06-300001519401us-gaap:ExtendedMaturityMemberrm:SmallLoansMember2025-01-012025-06-300001519401us-gaap:AccumulatedOtherComprehensiveIncomeMember2024-06-300001519401us-gaap:FinancingReceivables1To29DaysPastDueMember2025-06-300001519401rm:O2025Q2DividendsMemberus-gaap:SubsequentEventMember2025-07-012025-07-310001519401rm:RMRVIIRevolvingWarehouseCreditFacilityMembersrt:MinimumMember2025-01-012025-06-300001519401us-gaap:PerformanceSharesMember2024-01-012024-06-300001519401rm:ContractualDelinquenciesOfLoansMemberrm:FinancialReceivables30To89DaysPastDueMemberrm:LargeLoansMember2024-06-300001519401rm:RestrictedInvestmentsMember2024-01-012024-06-300001519401rm:LargeLoansMemberus-gaap:FinancingReceivables60To89DaysPastDueMember2024-12-310001519401us-gaap:FinancingReceivables60To89DaysPastDueMemberrm:SmallLoansMember2024-12-310001519401rm:Grade4Memberrm:LargeLoansMember2024-12-3100015194012023-12-310001519401rm:RMRVRevolvingWarehouseCreditFacilityMembersrt:MaximumMember2025-01-012025-06-300001519401rm:Grade5Member2025-06-300001519401us-gaap:PrincipalForgivenessMemberrm:SmallLoansMember2025-04-012025-06-300001519401rm:FinancingReceivables150To179DaysPastDueMemberrm:SmallLoansMember2024-12-310001519401rm:LargeLoansMember2024-01-012024-06-3000015194012025-04-012025-06-300001519401us-gaap:ContractualInterestRateReductionMemberrm:SmallLoansMember2025-04-012025-06-300001519401rm:RMRVIIRevolvingWarehouseCreditFacilityMember2025-06-300001519401rm:LargeLoansMemberrm:FinancingReceivables120To149DaysPastDueMember2025-06-300001519401rm:LargeLoansMemberrm:FinancingReceivablesTotalDelinquencyAccountsMember2024-12-310001519401rm:LargeLoansMember2023-12-310001519401rm:FinancingReceivablesTotalDelinquencyAccountsMember2025-06-300001519401rm:TwoThousandTwentyFourLongTermIncentivePlanMemberus-gaap:StockCompensationPlanMember2025-01-012025-06-300001519401rm:LargeLoansMemberus-gaap:ContractualInterestRateReductionMember2024-01-012024-06-300001519401us-gaap:VariableInterestEntityPrimaryBeneficiaryMember2024-12-310001519401rm:Grade4Memberrm:SmallLoansMember2025-06-300001519401us-gaap:TreasuryStockCommonMember2025-06-300001519401rm:FinancingReceivables90To119DaysPastDueMemberrm:LargeLoansMember2024-12-310001519401us-gaap:FinancingReceivables60To89DaysPastDueMemberrm:SmallLoansMember2025-06-300001519401us-gaap:StockCompensationPlanMember2025-01-012025-06-300001519401rm:SmallLoansMember2024-03-310001519401us-gaap:RestrictedStockMember2025-04-012025-06-300001519401us-gaap:RetainedEarningsMember2025-01-012025-06-300001519401rm:FinancingReceivables90To119DaysPastDueMemberrm:SmallLoansMember2025-06-300001519401us-gaap:RestrictedStockMember2025-06-300001519401us-gaap:PerformanceSharesMemberrm:MonteCarloValuationModelMember2025-01-012025-06-300001519401us-gaap:PerformanceSharesMember2024-12-310001519401rm:FinancingReceivables120To149DaysPastDueMemberrm:SmallLoansMember2024-12-310001519401us-gaap:ContractualInterestRateReductionMemberrm:SmallLoansMember2024-04-012024-06-300001519401rm:LargeLoansMemberrm:FinancingReceivables150To179DaysPastDueMember2025-06-300001519401rm:LargeLoansMemberrm:Grade6Member2025-06-300001519401rm:ContractualDelinquenciesOfLoansMemberrm:FinancingReceivablesCurrentMember2025-06-300001519401rm:LargeLoansMember2024-04-012024-06-300001519401us-gaap:TreasuryStockCommonMember2024-06-300001519401rm:FinancingReceivablesTotalDelinquencyAccountsMemberrm:SmallLoansMember2025-06-300001519401us-gaap:RestrictedStockMember2024-04-012024-06-300001519401us-gaap:FairValueInputsLevel3Memberus-gaap:EstimateOfFairValueFairValueDisclosureMember2025-06-300001519401us-gaap:StockCompensationPlanMember2024-01-012024-06-300001519401rm:LargeLoansMemberrm:FinancingReceivables150To179DaysPastDueMember2024-12-310001519401rm:RMITTwoThousandTwentyFiveDashOneSecuritizationMember2025-06-300001519401rm:ContractualDelinquenciesOfLoansMemberrm:LargeLoansMember2024-01-012024-06-300001519401us-gaap:StockCompensationPlanMember2024-04-012024-06-300001519401rm:InterestRateReductionAndTermExtensionMember2024-04-012024-06-300001519401rm:FinancingReceivablesTotalDelinquencyAccountsMember2024-12-310001519401rm:ContractualDelinquenciesOfLoansMemberrm:LargeLoansMember2024-06-300001519401rm:InterestRateReductionAndTermExtensionMemberrm:LargeLoansMember2024-04-012024-06-300001519401rm:PerformanceContingentRestrictedStockUnitsMember2025-06-300001519401rm:ContractualPriorityPaymentsMember2024-12-310001519401us-gaap:ContractualInterestRateReductionMemberrm:SmallLoansMember2024-01-012024-06-300001519401rm:LargeLoansMember2024-06-300001519401us-gaap:FinancingReceivables1To29DaysPastDueMemberrm:SmallLoansMember2025-06-300001519401rm:LargeLoansMemberus-gaap:PrincipalForgivenessMember2025-04-012025-06-300001519401us-gaap:ContractualInterestRateReductionMember2024-04-012024-06-300001519401rm:ContractualDelinquenciesOfLoansMemberrm:FinancialReceivables30To89DaysPastDueMember2024-06-300001519401us-gaap:FinancingReceivables30To59DaysPastDueMemberrm:Sma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UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

Washington, D.C. 20549

FORM 10-Q

 

QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934

For the quarterly period ended June 30, 2025

OR

 

TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934

For the transition period ended

Commission File Number: 001-35477

 

Regional Management Corp.

(Exact name of registrant as specified in its charter)

 

Delaware

57-0847115

(State or other jurisdiction of

incorporation or organization)

(I.R.S. Employer

Identification No.)

979 Batesville Road, Suite B

Greer, South Carolina

29651

(Address of principal executive offices)

(Zip Code)

(864) 448-7000

(Registrant’s telephone number, including area code)

Securities registered pursuant to Section 12(b) of the Act:

 

Title of Each Class

 

Trading Symbol

 

Name of Each Exchange on Which Registered

Common Stock, $0.10 par value

 

RM

 

New York Stock Exchange

 

Indicate by check mark whether the registrant: (1) has filed all reports required to be filed by Section 13 or 15(d) of the Securities Exchange Act of 1934 during the preceding 12 months (or for such shorter period that the registrant was required to file such reports), and (2) has been subject to such filing requirements for the past 90 days. Yes No

Indicate by check mark whether the registrant has submitted electronically every Interactive Data File required to be submitted pursuant to Rule 405 of Regulation S-T (Section 232.405 of this chapter) during the preceding 12 months (or for such shorter period that the registrant was required to submit such files). Yes No

Indicate by check mark whether the registrant is a large accelerated filer, an accelerated filer, a non-accelerated filer, a smaller reporting company, or an emerging growth company. See the definitions of “large accelerated filer,” “accelerated filer,” “smaller reporting company,” and “emerging growth company” in Rule 12b-2 of the Exchange Act.

 

Large accelerated filer

Accelerated filer

Non-accelerated filer

Smaller reporting company

Emerging growth company

 

If an emerging growth company, indicate by check mark if the registrant has elected not to use the extended transition period for complying with any new or revised financial accounting standards provided pursuant to Section 13(a) of the Exchange Act.

Indicate by check mark whether the registrant is a shell company (as defined in Rule 12b-2 of the Exchange Act). Yes No

As of July 30, 2025, the registrant had outstanding 9,799,066 shares of Common Stock, $0.10 par value.

 


 

Regional Management Corp.

QUARTERLY Report on Form 10-Q

Fiscal Quarter Ended June 30, 2025

Table of Contents

 

Page

GLOSSARY

3

PART I FINANCIAL INFORMATION

Item 1. Financial Statements

Consolidated Balance Sheets Dated June 30, 2025 and December 31, 2024

4

Consolidated Statements of Comprehensive Income for the Three and Six Months Ended June 30, 2025 and 2024

5

Consolidated Statements of Stockholders’ Equity for the Three and Six Months Ended June 30, 2025 and 2024

6

Consolidated Statements of Cash Flows for the Six Months Ended June 30, 2025 and 2024

8

Notes to Consolidated Financial Statements

10

Note 1. Nature of Business

10

Note 2. Basis of Presentation and Significant Accounting Policies

10

Note 3. Finance Receivables, Credit Quality Information, and Allowance for Credit Losses

13

Note 4. Restricted Available-for-Sale Investments

20

Note 5. Variable Interest Entities

21

Note 6. Debt

22

Note 7. Stockholders’ Equity

23

Note 8. Disclosure About Fair Value of Financial Instruments

24

Note 9. Income Taxes

25

Note 10. Earnings Per Share

25

Note 11. Share-Based Compensation

25

Note 12. Commitments and Contingencies

29

Note 13. Segment Reporting

29

Note 14. Subsequent Events

30

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

31

Item 3. Quantitative and Qualitative Disclosures About Market Risk

45

Item 4. Controls and Procedures

46

PART II OTHER INFORMATION

 

Item 1. Legal Proceedings

47

Item 1A. Risk Factors

47

Item 2. Unregistered Sales of Equity Securities and Use of Proceeds

47

Item 5. Other Information

47

Item 6. Exhibits

48

SIGNATURE

 

 


Table of Contents

 

 

GLOSSARY

Terms and abbreviations used in this report are defined below:

 

Term or Abbreviation

 

Definition

2015 Plan

 

2015 Long-Term Incentive Plan

2024 Plan

 

2024 Long-Term Incentive Plan

AFS

 

available-for-sale

ASU

 

Accounting Standards Update

Board

 

the Company's Board of Directors

B(W)

 

comparatively better shown as positives, comparatively worse shown as negatives

CODM

 

Chief Operating Decision Maker

Company

 

Regional Management Corp.

Cost of funds

 

annualized (as applicable) interest expense as a percentage of average net finance receivables

Debt balance

 

the balance for each respective debt agreement, composed of principal balance and accrued interest

Delinquency rate

 

delinquent loans outstanding as a percentage of ending net finance receivables

Efficiency ratio

 

annualized (as applicable) general and administrative expenses as a percentage of total revenue

Exchange Act

 

the Securities Exchange Act of 1934, as amended

FASB

 

Financial Accounting Standard Board

FICO

 

Fair Isaac Corporation

Funded debt-to-equity ratio

 

debt divided by total stockholders' equity

GAAP

 

U.S. Generally Accepted Accounting Principles

Inc (Dec)

 

comparative increases shown as positives, comparative decreases shown as negatives

Issuance Trust

 

the Company's indirect SPE through which private offerings and sales consisting of the issuance of classes of fixed-rate, asset-backed notes are completed

KTIP

 

key team member incentive program

LGD

 

loss given default

LTIP

 

long-term incentive program

Net credit loss rate

 

annualized (as applicable) net credit losses as a percentage of average net finance receivables

NQSO

 

nonqualified stock option

Operating expense ratio

 

annualized (as applicable) general and administrative expenses as a percentage of average net finance receivables

PD

 

probability of default

PRSU

 

performance restricted stock unit

QoQ

 

quarter-over-quarter

RMIT

 

Regional Management Issuance Trust

RMR

 

Regional Management Receivables

RMR III

 

Regional Management Receivables III, LLC

RMR IV

 

Regional Management Receivables IV, LLC

RMR V

 

Regional Management Receivables V, LLC

RMR VI

 

Regional Management Receivables VI, LLC

RMR VII

 

Regional Management Receivables VII, LLC

RSA

 

restricted stock award

RSU

 

restricted stock unit

SEC

 

Securities and Exchange Commission

SOFR

 

secured overnight financing rate

SPE

 

wholly owned, bankruptcy-remote, special purpose entity

Stockholders' equity ratio

 

total stockholders' equity as a percentage of total assets

VIE

 

variable interest entity

YoY

 

year-over-year

 

3


Table of Contents

 

Part I financial information

ITEM 1. FINANCIAL STATEMENTS.

Regional Management Corp. and Subsidiaries

Consolidated Balance Sheets

(in thousands, except par value amounts)

 

 

(Unaudited)

 

 

 

 

 

 

June 30, 2025

 

 

December 31, 2024

 

Assets

 

 

 

 

 

 

Cash

 

$

4,272

 

 

$

3,951

 

Net finance receivables

 

 

1,960,364

 

 

 

1,892,535

 

Unearned insurance premiums

 

 

(49,046

)

 

 

(48,068

)

Allowance for credit losses

 

 

(202,800

)

 

 

(199,500

)

Net finance receivables, less unearned insurance premiums and
 allowance for credit losses

 

 

1,708,518

 

 

 

1,644,967

 

Restricted cash

 

 

117,658

 

 

 

131,684

 

Lease assets

 

 

42,665

 

 

 

38,442

 

Intangible assets

 

 

28,810

 

 

 

24,524

 

Restricted AFS investments

 

 

22,122

 

 

 

21,712

 

Property and equipment

 

 

13,328

 

 

 

13,677

 

Deferred tax assets, net

 

 

8,367

 

 

 

9,286

 

Other assets

 

 

21,391

 

 

 

20,866

 

Total assets

 

$

1,967,131

 

 

$

1,909,109

 

Liabilities and Stockholders’ Equity

 

 

 

 

 

 

Liabilities:

 

 

 

 

 

 

Debt

 

$

1,509,133

 

 

$

1,478,336

 

Unamortized debt issuance costs

 

 

(6,862

)

 

 

(6,338

)

Net debt

 

 

1,502,271

 

 

 

1,471,998

 

Lease liabilities

 

 

44,768

 

 

 

40,579

 

Other liabilities

 

 

57,141

 

 

 

39,454

 

Total liabilities

 

 

1,604,180

 

 

 

1,552,031

 

Commitments and contingencies (Note 12)

 

 

 

 

 

 

Stockholders’ equity:

 

 

 

 

 

 

Preferred stock ($0.10 par value, 100,000 shares authorized, none issued or outstanding)

 

 

 

 

 

 

Common stock ($0.10 par value, 1,000,000 shares authorized, 15,225 shares issued and 9,962 shares outstanding at June 30, 2025 and 14,921 shares issued and 10,010 shares outstanding at December 31, 2024)

 

 

1,522

 

 

 

1,492

 

Additional paid-in capital

 

 

137,129

 

 

 

130,725

 

Retained earnings

 

 

389,557

 

 

 

378,482

 

Accumulated other comprehensive income (loss)

 

 

(2

)

 

 

62

 

Treasury stock (5,263 shares at June 30, 2025 and 4,911 shares at December 31, 2024)

 

 

(165,255

)

 

 

(153,683

)

Total stockholders’ equity

 

 

362,951

 

 

 

357,078

 

Total liabilities and stockholders’ equity

 

$

1,967,131

 

 

$

1,909,109

 

See accompanying notes to consolidated financial statements.

4


Table of Contents

 

Regional Management Corp. and Subsidiaries

Consolidated Statements of Comprehensive Income

(Unaudited)

(in thousands, except per share amounts)

 

 

Three Months Ended June 30,

 

 

Six Months Ended June 30,

 

 

 

2025

 

 

2024

 

 

2025

 

 

2024

 

Revenue

 

 

 

 

 

 

 

 

 

 

 

Interest and fee income

 

$

140,695

 

 

$

127,898

 

 

$

277,248

 

 

$

256,716

 

Insurance income, net

 

 

11,499

 

 

 

10,507

 

 

 

22,796

 

 

 

21,481

 

Other income

 

 

5,248

 

 

 

4,620

 

 

 

10,365

 

 

 

9,136

 

Total revenue

 

 

157,442

 

 

 

143,025

 

 

 

310,409

 

 

 

287,333

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Expenses

 

 

 

 

 

 

 

 

 

 

 

 

Provision for credit losses

 

 

60,587

 

 

 

53,802

 

 

 

118,579

 

 

 

100,225

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Personnel

 

 

38,584

 

 

 

37,097

 

 

 

79,726

 

 

 

74,917

 

Occupancy

 

 

6,911

 

 

 

6,149

 

 

 

13,817

 

 

 

12,524

 

Marketing

 

 

5,059

 

 

 

4,836

 

 

 

10,465

 

 

 

9,151

 

Other

 

 

12,391

 

 

 

12,054

 

 

 

24,980

 

 

 

23,992

 

Total general and administrative expenses

 

 

62,945

 

 

 

60,136

 

 

 

128,988

 

 

 

120,584

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Interest expense

 

 

20,426

 

 

 

17,865

 

 

 

40,197

 

 

 

35,369

 

Income before income taxes

 

 

13,484

 

 

 

11,222

 

 

 

22,645

 

 

 

31,155

 

Income taxes

 

 

3,344

 

 

 

2,777

 

 

 

5,498

 

 

 

7,505

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Net income

 

$

10,140

 

 

$

8,445

 

 

$

17,147

 

 

$

23,650

 

Net income per common share:

 

 

 

 

 

 

 

 

 

 

 

 

Basic

 

$

1.07

 

 

$

0.88

 

 

$

1.79

 

 

$

2.47

 

Diluted

 

$

1.03

 

 

$

0.86

 

 

$

1.73

 

 

$

2.41

 

Weighted-average common shares outstanding:

 

 

 

 

 

 

 

 

 

 

 

 

Basic

 

 

9,504

 

 

 

9,613

 

 

 

9,556

 

 

 

9,591

 

Diluted

 

 

9,843

 

 

 

9,863

 

 

 

9,934

 

 

 

9,805

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Other comprehensive income (loss), net of tax

 

 

 

 

 

 

 

 

 

 

 

 

Unrealized income (loss) on restricted AFS investments

 

 

214

 

 

 

228

 

 

 

(82

)

 

 

423

 

Income taxes on unrealized items

 

 

(45

)

 

 

(48

)

 

 

18

 

 

 

(90

)

Other comprehensive income (loss), net of tax

 

 

169

 

 

 

180

 

 

 

(64

)

 

 

333

 

Total comprehensive income

 

$

10,309

 

 

$

8,625

 

 

$

17,083

 

 

$

23,983

 

See accompanying notes to consolidated financial statements.

5


Table of Contents

 

Regional Management Corp. and Subsidiaries

Consolidated Statements of Stockholders’ Equity

(Unaudited)

(in thousands)

 

 

 

As of and for the Three Months Ended June 30, 2025

 

 

 

 

 

 

 

 

 

 

 

Accumulated

 

 

 

 

 

 

 

Common Stock

 

Additional Paid-In

 

Retained

 

Other Comprehensive

 

Treasury

 

 

 

 

Shares

 

Amount

 

Capital

 

Earnings

 

Income (Loss)

 

Stock

 

Total

 

Beginning balance

 

 

15,187

 

$

1,519

 

$

134,206

 

$

382,532

 

$

(171

)

$

(160,210

)

$

357,876

 

Cash dividends

 

 

 

 

 

 

 

 

(3,115

)

 

 

 

 

 

(3,115

)

Issuance of restricted stock awards

 

 

38

 

 

3

 

 

(3

)

 

 

 

 

 

 

 

 

Repurchase of common stock

 

 

 

 

 

 

 

 

 

 

 

 

(5,045

)

 

(5,045

)

Shares withheld related to net share settlement

 

 

 

 

 

 

(8

)

 

 

 

 

 

 

 

(8

)

Share-based compensation

 

 

 

 

 

 

2,934

 

 

 

 

 

 

 

 

2,934

 

Net income

 

 

 

 

 

 

 

 

10,140

 

 

 

 

 

 

10,140

 

Other comprehensive income

 

 

 

 

 

 

 

 

 

 

169

 

 

 

 

169

 

Ending balance

 

 

15,225

 

$

1,522

 

$

137,129

 

$

389,557

 

$

(2

)

$

(165,255

)

$

362,951

 

 

 

 

As of and for the Three Months Ended June 30, 2024

 

 

 

 

 

 

 

 

 

 

 

Accumulated

 

 

 

 

 

 

 

Common Stock

 

Additional Paid-In

 

Retained

 

Other Comprehensive

 

Treasury

 

 

 

 

Shares

 

Amount

 

Capital

 

Earnings

 

Income (Loss)

 

Stock

 

Total

 

Beginning balance

 

$

14,675

 

$

1,468

 

$

123,563

 

$

361,791

 

$

(219

)

$

(150,143

)

$

336,460

 

Cash dividends

 

 

 

 

 

 

 

 

(3,020

)

 

 

 

 

 

(3,020

)

Issuance of restricted stock awards

 

 

304

 

 

30

 

 

(30

)

 

 

 

 

 

 

 

 

Shares withheld related to net share settlement

 

 

(17

)

 

(2

)

 

(428

)

 

 

 

 

 

 

 

(430

)

Share-based compensation

 

 

 

 

 

 

3,268

 

 

 

 

 

 

 

 

3,268

 

Net income

 

 

 

 

 

 

 

 

8,445

 

 

 

 

 

 

8,445

 

Other comprehensive income

 

 

 

 

 

 

 

 

 

 

180

 

 

 

 

180

 

Ending balance

 

 

14,962

 

$

1,496

 

$

126,373

 

$

367,216

 

$

(39

)

$

(150,143

)

$

344,903

 

 

6


Table of Contents

 

 

 

 

As of and for the Six Months Ended June 30, 2025

 

 

 

 

 

 

 

 

 

 

 

Accumulated

 

 

 

 

 

 

 

Common Stock

 

Additional Paid-In

 

Retained

 

Other Comprehensive

 

Treasury

 

 

 

 

Shares

 

Amount

 

Capital

 

Earnings

 

Income (Loss)

 

Stock

 

Total

 

Beginning balance

 

 

14,921

 

$

1,492

 

$

130,725

 

$

378,482

 

$

62

 

$

(153,683

)

$

357,078

 

Cash dividends

 

 

 

 

 

 

 

 

(6,072

)

 

 

 

 

 

(6,072

)

Issuance of restricted stock awards

 

 

295

 

 

29

 

 

(29

)

 

 

 

 

 

 

 

 

Exercise of stock options

 

 

23

 

 

2

 

 

 

 

 

 

 

 

 

 

2

 

Repurchase of common stock

 

 

 

 

 

 

 

 

 

 

 

 

(11,572

)

 

(11,572

)

Shares withheld related to net share settlement

 

 

(14

)

 

(1

)

 

(89

)

 

 

 

 

 

 

 

(90

)

Share-based compensation

 

 

 

 

 

 

6,522

 

 

 

 

 

 

 

 

6,522

 

Net income

 

 

 

 

 

 

 

 

17,147

 

 

 

 

 

 

17,147

 

Other comprehensive loss

 

 

 

 

 

 

 

 

 

 

(64

)

 

 

 

(64

)

Ending balance

 

 

15,225

 

$

1,522

 

$

137,129

 

$

389,557

 

$

(2

)

$

(165,255

)

$

362,951

 

 

 

 

As of and for the Six Months Ended June 30, 2024

 

 

 

 

 

 

 

 

 

 

 

Accumulated

 

 

 

 

 

 

 

Common Stock

 

Additional Paid-In

 

Retained

 

Other Comprehensive

 

Treasury

 

 

 

 

Shares

 

Amount

 

Capital

 

Earnings

 

Income (Loss)

 

Stock

 

Total

 

Beginning balance

 

 

14,566

 

$

1,457

 

$

121,752

 

$

349,579

 

$

(372

)

$

(150,143

)

$

322,273

 

Cash dividends

 

 

 

 

 

 

 

 

(6,013

)

 

 

 

 

 

(6,013

)

Issuance of restricted stock awards

 

 

414

 

 

41

 

 

(41

)

 

 

 

 

 

 

 

 

Shares withheld related to net share settlement

 

 

(18

)

 

(2

)

 

(438

)

 

 

 

 

 

 

 

(440

)

Share-based compensation

 

 

 

 

 

 

5,100

 

 

 

 

 

 

 

 

5,100

 

Net income

 

 

 

 

 

 

 

 

23,650

 

 

 

 

 

 

23,650

 

Other comprehensive income

 

 

 

 

 

 

 

 

 

 

333

 

 

 

 

333

 

Ending balance

 

 

14,962

 

$

1,496

 

$

126,373

 

$

367,216

 

$

(39

)

$

(150,143

)

$

344,903

 

See accompanying notes to consolidated financial statements.

7


Table of Contents

 

Regional Management Corp. and Subsidiaries

Consolidated Statements of Cash Flows

(Unaudited)

(in thousands)

 

 

Six Months Ended June 30,

 

 

2025

 

2024

 

Cash flows from operating activities:

 

 

 

Net income

$

17,147

 

$

23,650

 

Adjustments to reconcile net income to net cash provided by operating activities:

 

 

 

 

Provision for credit losses

 

118,579

 

 

100,225

 

Depreciation and amortization

 

7,498

 

 

6,881

 

Amortization of deferred origination fees and costs

 

(8,122

)

 

(7,577

)

Loss on disposal of intangibles, property, and equipment

 

176

 

 

285

 

Share-based compensation

 

6,299

 

 

5,100

 

Deferred income taxes, net

 

937

 

 

1,175

 

Changes in operating assets and liabilities:

 

 

 

 

Increase (decrease) in unearned insurance premiums

 

978

 

 

(1,811

)

Increase in lease assets

 

(4,223

)

 

(841

)

Decrease in other assets

 

986

 

 

8,706

 

Decrease in other liabilities

 

(2,121

)

 

(6,537

)

Increase in lease liabilities

 

4,189

 

 

710

 

Net cash provided by operating activities

 

142,323

 

 

129,966

 

Cash flows from investing activities:

 

 

 

 

Originations of finance receivables

 

(907,533

)

 

(754,018

)

Repayments of finance receivables

 

731,281

 

 

656,435

 

Purchases of intangible assets

 

(6,294

)

 

(5,626

)

Purchases of property and equipment

 

(2,293

)

 

(2,235

)

Purchases of restricted AFS investments

 

 

 

(3,832

)

Proceeds from maturities of restricted AFS investments

 

19,460

 

 

24,715

 

Net cash used in investing activities

 

(165,379

)

 

(84,561

)

Cash flows from financing activities:

 

 

 

 

Advances on revolving credit facilities

 

834,309

 

 

766,117

 

Payments on revolving credit facilities

 

(901,923

)

 

(843,994

)

Advances on securitizations

 

265,000

 

 

187,305

 

Payments on securitizations

 

(166,587

)

 

(130,612

)

Payments for debt issuance costs

 

(3,562

)

 

(3,048

)

Taxes paid related to net share settlement of equity awards

 

(417

)

 

(286

)

Cash dividends

 

(5,995

)

 

(6,346

)

Repurchases of common stock

 

(11,474

)

 

 

Net cash provided by (used in) financing activities

 

9,351

 

 

(30,864

)

Net change in cash and restricted cash

 

(13,705

)

 

14,541

 

Cash and restricted cash at beginning of period

 

135,635

 

 

128,673

 

Cash and restricted cash at end of period

$

121,930

 

$

143,214

 

Supplemental cash flow information:

 

 

 

 

Interest paid

$

37,356

 

$

33,074

 

Income taxes paid (refunded)

$

6,314

 

$

(90

)

Operating leases paid

$

6,340

 

$

5,641

 

Non-cash lease assets obtained in exchange for operating lease liabilities

$

9,218

 

$

5,278

 

Non-cash restricted AFS investments acquired but not settled

$

19,910

 

$

 

 

8


Table of Contents

 

The following table reconciles cash and restricted cash from the Consolidated Balance Sheets to the statements above:

 

 

June 30, 2025

 

 

December 31, 2024

 

 

June 30, 2024

 

Cash

 

$

4,272

 

 

$

3,951

 

 

$

4,323

 

Restricted cash

 

 

117,658

 

 

 

131,684

 

 

 

138,891

 

Total

 

$

121,930

 

 

$

135,635

 

 

$

143,214

 

See accompanying notes to consolidated financial statements.

9


Table of Contents

 

Regional Management Corp. and Subsidiaries

Notes to Consolidated Financial Statements

Note 1. Nature of Business

The Company was incorporated and began operations in 1987. The Company is engaged in the consumer finance business, offering large loans, small loans, and related payment and collateral protection insurance products. As of June 30, 2025, the Company operated under the name “Regional Finance” online and in branch locations in 19 states across the United States.

The Company’s large loan receivables are direct loans to customers, some of which are convenience check receivables and the vast majority of which are secured by non-essential household goods, automobiles, and/or other vehicles. Convenience checks are direct loans originated by mailing checks to customers based on a pre-screening process that includes a review of the prospective customer’s credit profile provided by national credit reporting bureaus or data aggregators. A recipient of a convenience check is able to enter into a loan by endorsing and depositing or cashing the check. The Company’s small loan portfolio is comprised of branch small loan receivables and convenience check receivables. Branch small loan receivables are direct loans to customers and are secured by non-essential household goods and, in some instances, an automobile.

The Company’s loan volume and contractual delinquency follow seasonal trends. Demand for the Company’s loans is typically highest during the second, third, and fourth quarters, which the Company believes is largely due to customers borrowing money for vacation, back-to-school, and holiday spending. Loan demand has generally been the lowest during the first quarter, which the Company believes is largely due to the timing of income tax refunds. Delinquencies generally reach their lowest point in the first half of the year and rise in the second half of the year. Changes in quarterly growth or liquidation could result in larger allowance for credit loss releases in periods of portfolio liquidation and larger provisions for credit losses in periods of portfolio growth. Consequently, the Company experiences seasonal fluctuations in its operating results. However, changes in macroeconomic factors, including inflation, higher interest rates, and geopolitical conflict, have impacted the Company’s typical seasonal trends for loan volume and delinquency.

Note 2. Basis of Presentation and Significant Accounting Policies

Basis of presentation: The consolidated financial statements of the Company have been prepared in accordance with SEC regulations and GAAP for interim financial information and, accordingly, do not include all information and note disclosures required by GAAP for complete financial statements. The interim financial statements in this Quarterly Report on Form 10-Q have not been audited by an independent registered public accounting firm in accordance with standards of the Public Company Accounting Oversight Board (United States), but in the opinion of management, the interim financial statements include all adjustments, consisting only of normal recurring adjustments, necessary for a fair presentation of the Company’s financial position, results of operations, and cash flows in accordance with GAAP. These consolidated financial statements should be read in conjunction with the Company’s Annual Report on Form 10-K for the fiscal year ended December 31, 2024, as filed with the SEC.

Significant accounting policies: The following is a description of significant accounting policies used in preparing the financial statements. The accounting and reporting policies of the Company are in accordance with GAAP.

Principles of consolidation: The consolidated financial statements include the accounts of the Company and its wholly owned subsidiaries. All intercompany balances and transactions have been eliminated in consolidation. The Company operates through a separate wholly owned subsidiary in each state. The Company also consolidates VIEs when it is considered to be the primary beneficiary of the VIE because it has (i) power over the significant activities of the VIE and (ii) the obligation to absorb losses or the right to receive returns that could be significant to the VIE.

Variable interest entities: The Company transfers pools of loans to SPEs to secure debt for general funding purposes. These entities have the limited purpose of acquiring finance receivables, in addition to holding and making payments on the related debts. Assets transferred to each SPE are legally isolated from the Company and its affiliates, as well as the claims of the Company’s and its affiliates’ creditors. Further, the assets of each SPE are owned by such SPE and are not available to satisfy the debts or other obligations of the Company or any of its affiliates. The Company continues to service the finance receivables transferred to the SPEs. The lenders and investors in the debt issued by the SPEs generally only have recourse to the assets of the SPEs and do not have recourse to the general credit of the Company.

The SPEs’ debt arrangements are structured to provide credit enhancements to the lenders and investors, which may include overcollateralization, subordination of interests, excess spread, and reserve funds. These enhancements, along with the isolated finance receivables pools, increase the creditworthiness of the SPEs above that of the Company as a whole. This increases the

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marketability of the Company’s collateral for borrowing purposes, leading to more favorable borrowing terms, improved interest rate risk management, and additional flexibility to grow the business.

The SPEs are considered VIEs under GAAP and are consolidated into the financial statements of their primary beneficiary. The Company is considered to be the primary beneficiary of the SPEs because it has (i) power over the significant activities through its role as servicer of the finance receivables under each debt arrangement, (ii) the obligation to absorb losses that could be significant through note investment, if applicable, and (iii) the obligation to absorb losses or the right to receive returns that could be significant through the Company’s interest in the monthly residual cash flows of the SPEs.

Consolidation of VIEs results in these transactions being accounted for as secured borrowings; therefore, the pooled receivables and the related debts remain on the consolidated balance sheet of the Company. Each debt is secured solely by the assets of the VIEs and not by any other assets of the Company. The assets of the VIEs are the only source of funds for repayment on each debt, and restricted cash held by the VIEs can only be used to support payments on the debt. The Company recognizes revenue and provision for credit losses on the finance receivables of the VIEs and interest expense on the related secured debt.

Use of estimates: The preparation of financial statements requires management to make estimates and assumptions that affect the reported amounts of assets and liabilities, revenues and expenses, and disclosure of contingent assets and liabilities for the periods indicated in the financial statements. Actual results could differ from those estimates.

Estimates that are susceptible to change relate to the determination of the allowance for credit losses, the valuation of deferred tax assets and liabilities, and the fair value of financial instruments.

Recent accounting pronouncements: In December 2023, the FASB issued ASU 2023-09, enhancing the transparency and decision usefulness of income tax disclosures. The amendment, among other things, improves transparency of income tax disclosures by requiring more consistent categories and greater disaggregation of information in rate reconciliations, and disaggregation of income taxes paid by jurisdiction. The amendments in this update are effective for annual periods beginning after December 15, 2024, and early adoption is permitted for annual financial statements that have not yet been issued or made available for issuance. The income tax guidance should be applied on a prospective basis, however, retrospective application is permitted. The Company is currently evaluating the impact of this update on its consolidated financial statements.

In November 2024, the FASB issued ASU 2024-03, enhancing the disclosures about a company’s expenses. The amendment, among other things, improves these disclosures by requiring disaggregated expense information about a company’s expense types. The amendments in this update are effective for annual periods beginning after December 15, 2026, and early adoption is permitted. The enhanced expense guidance can be applied on either a prospective (for financial statements issued during reporting periods after the effective date of this ASU) or retrospective (to any or all prior periods presented) basis. The Company is currently evaluating the impact of this update on its consolidated financial statements.

Net finance receivables: Generally, the Company classifies finance receivables as held for investment based on management’s intent at the time of origination. The Company determines classification on a receivable-by-receivable basis. The Company classifies finance receivables as held for investment due to its ability and intent to hold them until their contractual maturities. Net finance receivables consist of the Company’s installment loans. The Company carries net finance receivables at amortized cost, which includes remaining principal balance, accrued interest, and net unamortized deferred origination costs and unamortized fees.

Loan renewals are a significant piece of new volume and are considered a terminal event of the previous loan. The Company may renew delinquent secured or unsecured loan accounts if the customer meets the Company’s underwriting criteria and it does not appear the cause of past delinquency will affect the customer’s ability to repay the renewed loan.

Finance receivable origination fees and costs: Non-refundable fees received and direct costs (personnel and digital loan origination costs) incurred for the origination of finance receivables are deferred and recognized to interest income over their contractual lives using the constant yield method. Unamortized amounts are recognized in interest income at the time that finance receivables are paid in full, renewed, or charged off.

Nonaccrual status: Accrual of interest income on finance receivables is suspended when an account becomes 90 days delinquent. If the account is charged off, the accrued interest income is reversed as a reduction of interest and fee income. Interest received on such loans is accounted for on the cash-basis method, until qualifying for return to accrual. Under the cash-basis method, interest income is recorded when the payment is received. Loans resume accruing interest when the past due status is brought below 90 days. The Company made a policy election to not record an allowance for credit losses related to accrued interest because it has nonaccrual and charge-off policies that result in the timely suspension and reversal of accrued interest.

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Allowance for credit losses: The allowance for credit losses is based on historical credit experience, current conditions, and reasonable and supportable economic forecasts. The historical loss experience is adjusted for quantitative and qualitative factors that are not fully reflected in the historical data. In determining its estimate of expected credit losses, the Company evaluates information related to credit metrics, changes in its lending strategies and underwriting practices, and the current and forecasted direction of the economic and business environment. These metrics include, but are not limited to, loan portfolio mix and growth, unemployment, credit loss trends, delinquency trends, changes in underwriting, and operational risks.

The Company selected a PD / LGD model to estimate its base allowance for credit losses, in which the estimated loss is equal to the product of PD and LGD. Historical net finance receivables are tracked over the term of the pools to identify the incidences of loss (PDs) and the average severity of losses (LGDs).

To enhance the precision of the allowance for credit loss estimate, the Company evaluates its finance receivable portfolio on a pool basis and segments each pool of finance receivables with similar credit risk characteristics. As part of its evaluation, the Company considers loan portfolio characteristics such as product type, loan size, loan term, internal or external credit scores, delinquency status, geographical location, and vintage. Based on analysis of historical loss experience, the Company selected the following segmentation: product type, FICO score, and delinquency status.

As finance receivables are originated, provisions for credit losses are recorded in amounts sufficient to maintain an allowance for credit losses at an adequate level to provide for estimated losses over the contractual life of the finance receivables (considering the effect of prepayments). Subsequent changes to the contractual terms that are a result of re-underwriting are not included in the finance receivable’s contractual life (considering the effect of prepayments). The Company uses its segmentation loss experience to forecast expected credit losses. Historical information about losses generally provides a basis for the estimate of expected credit losses. The Company also considers the need to adjust historical information to reflect the extent to which current conditions differ from the conditions that existed for the period over which historical information was evaluated. These adjustments to historical loss information may be qualitative or quantitative in nature.

Reasonable and supportable macroeconomic forecasts are required for the Company’s allowance for credit loss model. The Company engaged a major rating service to assist with compiling a reasonable and supportable forecast. The Company reviews macroeconomic forecasts to use in its allowance for credit losses. The Company adjusts the historical loss experience by relevant qualitative factors for these expectations. The Company does not require reversion adjustments, as the contractual lives of its portfolio are shorter than its available forecast periods.

The Company charges credit losses against the allowance for all products when an account reaches 180 days contractually delinquent, subject to certain exceptions. The Company’s customer accounts without a lien on a vehicle in a confirmed bankruptcy are charged off in the month following the bankruptcy notification or at 60 days contractually delinquent, subject to certain exceptions. Deceased borrower accounts are charged off in the month following the proper notification of passing, with the exception of borrowers with credit life insurance. Subsequent recoveries of amounts charged off, if any, are credited to the allowance.

Restricted cash: Restricted cash includes cash and cash equivalents for which the Company’s ability to withdraw funds is contractually limited. The Company’s restricted cash consists of cash reserves that are maintained as collateral for potential credit life insurance claims and cash restricted for debt servicing of the Company’s revolving warehouse credit facilities and securitizations.

Restricted AFS investments: The Company classifies its investments in debt securities that were purchased with the Company’s restricted cash as restricted AFS investments and carries the investments at fair value. Unrealized gains and losses, net of taxes, are excluded from earnings and reported in other comprehensive income or loss until realized. The unrealized gains and losses, net of taxes, are recorded on the consolidated balance sheet in accumulated other comprehensive income or loss in stockholders’ equity. Realized gains and losses from the sale of AFS investments are specifically identified and reclassified from accumulated other comprehensive income or loss and included within earnings on the consolidated statement of income.

Share-based compensation: The Company measures compensation cost for share-based awards at estimated fair value and recognizes compensation expense over the service period for awards expected to vest. The Company uses the closing stock price on the date of grant as the fair value of RSAs, performance-contingent RSUs, and service-based RSUs. The fair value of NQSOs is determined using the Black-Scholes valuation model, and the fair value of PRSUs is determined using the Monte Carlo valuation model. When applicable, the Black-Scholes and Monte Carlo models require the input of assumptions, including expected volatility, expected dividends, expected term, risk-free interest rate, and a discount associated with post-vest holding restrictions, changes to which can affect the fair value estimate. Expected volatility is based on the Company’s historical stock price volatility. Expected dividends are calculated using the expected dividend yield (annualized dividends divided by the grant date stock price). The

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expected term is calculated by using the simplified method (average of the vesting and original contractual terms) due to insufficient historical data to estimate the expected term. The risk-free rate is based on the zero-coupon U.S. Treasury bond rate over the expected term of the awards. The estimated discount associated with post-vest holding restrictions is calculated using a blend of the Finnerty and Chaffe models. In addition, the estimation of share-based awards that will ultimately vest requires judgment, and to the extent actual results or updated estimates differ from current estimates, such amounts will be recorded as a cumulative adjustment in the period estimates are revised.

Note 3. Finance Receivables, Credit Quality Information, and Allowance for Credit Losses

Net finance receivables for the periods indicated consisted of the following:

 

Dollars in thousands

 

June 30, 2025

 

 

December 31, 2024

 

Large loans

 

$

1,413,367

 

 

$

1,336,780

 

Small loans

 

 

546,997

 

 

 

555,755

 

Total

 

$

1,960,364

 

 

$

1,892,535

 

 

Net finance receivables included net deferred origination fees and costs of $15.2 million and $15.7 million as of June 30, 2025 and December 31, 2024, respectively.

The credit quality of the Company’s finance receivable portfolio is dependent on the Company’s ability to enforce sound underwriting standards, maintain diligent servicing of the portfolio, and respond to changing economic conditions as it manages and grows its portfolio. The allowance for credit losses uses FICO scores and delinquency as key data points in estimating the allowance. The Company uses six FICO band categories to assess FICO scores. The first three FICO band categories include subprime FICO scores below 620. The fourth and fifth FICO band categories include near-prime FICO scores ranging from 620 to 659. The sixth FICO band category includes prime FICO scores of 660 or higher.

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Net finance receivables by product, FICO band at origination, and origination year as of June 30, 2025 are as follows:

 

Net Finance Receivables by Origination Year

 

Dollars in thousands

2025

 

2024

 

2023

 

2022

 

2021

 

Prior

 

Total Net Finance Receivables

 

Large Loans:

 

 

 

 

 

 

 

 

 

 

 

 

 

 

FICO Band

 

 

 

 

 

 

 

 

 

 

 

 

 

 

1

$

61,849

 

$

60,486

 

$

24,169

 

$

7,961

 

$

2,431

 

$

638

 

$

157,534

 

2

 

38,023

 

 

36,680

 

 

11,593

 

 

3,600

 

 

797

 

 

115

 

 

90,808

 

3

 

61,290

 

 

60,591

 

 

21,942

 

 

9,639

 

 

1,882

 

 

125

 

 

155,469

 

4

 

79,418

 

 

83,951

 

 

32,797

 

 

15,329

 

 

2,866

 

 

198

 

 

214,559

 

5

 

88,855

 

 

94,212

 

 

36,521

 

 

17,245

 

 

4,217

 

 

263

 

 

241,313

 

6

 

207,548

 

 

209,574

 

 

90,782

 

 

37,461

 

 

7,810

 

 

509

 

 

553,684

 

Total

$

536,983

 

$

545,494

 

$

217,804

 

$

91,235

 

$

20,003

 

$

1,848

 

$

1,413,367

 

Small Loans:

 

 

 

 

 

 

 

 

 

 

 

 

 

 

FICO Band

 

 

 

 

 

 

 

 

 

 

 

 

 

 

1

$

52,150

 

$

31,629

 

$

4,873

 

$

685

 

$

110

 

$

27

 

$

89,474

 

2

 

22,163

 

 

15,521

 

 

2,246

 

 

233

 

 

13

 

 

2

 

 

40,178

 

3

 

35,051

 

 

24,944

 

 

3,323

 

 

310

 

 

25

 

 

3

 

 

63,656

 

4

 

39,704

 

 

32,516

 

 

4,373

 

 

339

 

 

23

 

 

7

 

 

76,962

 

5

 

41,023

 

 

39,326

 

 

5,980

 

 

343

 

 

20

 

 

2

 

 

86,694

 

6

 

87,545

 

 

89,649

 

 

12,302

 

 

509

 

 

22

 

 

6

 

 

190,033

 

Total

$

277,636

 

$

233,585

 

$

33,097

 

$

2,419

 

$

213

 

$

47

 

$

546,997

 

Total Loans:

 

 

 

 

 

 

 

 

 

 

 

 

 

 

FICO Band

 

 

 

 

 

 

 

 

 

 

 

 

 

 

1

$

113,999

 

$

92,115

 

$

29,042

 

$

8,646

 

$

2,541

 

$

665

 

$

247,008

 

2

 

60,186

 

 

52,201

 

 

13,839

 

 

3,833

 

 

810

 

 

117

 

 

130,986

 

3

 

96,341

 

 

85,535

 

 

25,265

 

 

9,949

 

 

1,907

 

 

128

 

 

219,125

 

4

 

119,122

 

 

116,467

 

 

37,170

 

 

15,668

 

 

2,889

 

 

205

 

 

291,521

 

5

 

129,878

 

 

133,538

 

 

42,501

 

 

17,588

 

 

4,237

 

 

265

 

 

328,007

 

6

 

295,093

 

 

299,223

 

 

103,084

 

 

37,970

 

 

7,832

 

 

515

 

 

743,717

 

Total

$

814,619

 

$

779,079

 

$

250,901

 

$

93,654

 

$

20,216

 

$

1,895

 

$

1,960,364

 

 

 

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Net finance receivables by product, FICO band at origination, and origination year as of December 31, 2024 are as follows:

 

 

Net Finance Receivables by Origination Year

 

Dollars in thousands

2024

 

2023

 

2022

 

2021

 

2020

 

Prior

 

Total Net Finance Receivables

 

Large Loans:

 

 

 

 

 

 

 

 

 

 

 

 

 

 

FICO Band

 

 

 

 

 

 

 

 

 

 

 

 

 

 

1

$

86,776

 

$

37,750

 

$

12,457

 

$

3,950

 

$

793

 

$

373

 

$

142,099

 

2

 

55,211

 

 

19,464

 

 

6,171

 

 

1,602

 

 

173

 

 

92

 

 

82,713

 

3

 

90,642

 

 

35,777

 

 

16,579

 

 

4,224

 

 

339

 

 

59

 

 

147,620

 

4

 

125,867

 

 

52,564

 

 

25,521

 

 

6,140

 

 

570

 

 

100

 

 

210,762

 

5

 

137,243

 

 

58,604

 

 

28,564

 

 

8,148

 

 

784

 

 

36

 

 

233,379

 

6

 

300,714

 

 

140,149

 

 

62,303

 

 

15,514

 

 

1,464

 

 

63

 

 

520,207

 

Total

$

796,453

 

$

344,308

 

$

151,595

 

$

39,578

 

$

4,123

 

$

723

 

$

1,336,780

 

Small Loans:

 

 

 

 

 

 

 

 

 

 

 

 

 

 

FICO Band

 

 

 

 

 

 

 

 

 

 

 

 

 

 

1

$

67,809

 

$

11,905

 

$

1,737

 

$

257

 

$

40

 

$

28

 

$

81,776

 

2

 

32,851

 

 

5,799

 

 

755

 

 

61

 

 

4

 

 

2

 

 

39,472

 

3

 

52,846

 

 

9,456

 

 

1,061

 

 

76

 

 

4

 

 

2

 

 

63,445

 

4

 

67,200

 

 

12,903

 

 

1,161

 

 

94

 

 

9

 

 

7

 

 

81,374

 

5

 

75,458

 

 

16,882

 

 

1,500

 

 

69

 

 

3

 

 

3

 

 

93,915

 

6

 

160,551

 

 

32,671

 

 

2,462

 

 

80

 

 

5

 

 

4

 

 

195,773

 

Total

$

456,715

 

$

89,616

 

$

8,676

 

$

637

 

$

65

 

$

46

 

$

555,755

 

Total Loans:

 

 

 

 

 

 

 

 

 

 

 

 

 

 

FICO Band

 

 

 

 

 

 

 

 

 

 

 

 

 

 

1

$

154,585

 

$

49,655

 

$

14,194

 

$

4,207

 

$

833

 

$

401

 

$

223,875

 

2

 

88,062

 

 

25,263

 

 

6,926

 

 

1,663

 

 

177

 

 

94

 

 

122,185

 

3

 

143,488

 

 

45,233

 

 

17,640

 

 

4,300

 

 

343

 

 

61

 

 

211,065

 

4

 

193,067

 

 

65,467

 

 

26,682

 

 

6,234

 

 

579

 

 

107

 

 

292,136

 

5

 

212,701

 

 

75,486

 

 

30,064

 

 

8,217

 

 

787

 

 

39

 

 

327,294

 

6

 

461,265

 

 

172,820

 

 

64,765

 

 

15,594

 

 

1,469

 

 

67

 

 

715,980

 

Total

$

1,253,168

 

$

433,924

 

$

160,271

 

$

40,215

 

$

4,188

 

$

769

 

$

1,892,535

 

 

Credit losses by product and origination year for the periods indicated are as follows:

 

 

Six Months Ended June 30, 2025

 

Dollars in thousands

2025

 

2024

 

2023

 

2022

 

2021

 

Prior

 

Total Credit Losses

 

Large loans

$

222

 

$

32,547

 

$

25,552

 

$

9,316

 

$

2,348

 

$

410

 

$

70,395

 

Small loans

 

297

 

 

37,573

 

 

12,583

 

 

1,283

 

 

87

 

 

19

 

 

51,842

 

Total

$

519

 

$

70,120

 

$

38,135

 

$

10,599

 

$

2,435

 

$

429

 

$

122,237

 

 

 

Six Months Ended June 30, 2024

 

Dollars in thousands

2024

 

2023

 

2022

 

2021

 

2020

 

Prior

 

Total Credit Losses

 

Large loans

$

280

 

$

33,165

 

$

25,664

 

$

7,228

 

$

1,012

 

$

319

 

$

67,668

 

Small loans

 

364

 

 

30,172

 

 

8,707

 

 

828

 

 

45

 

 

22

 

 

40,138

 

Total

$

644

 

$

63,337

 

$

34,371

 

$

8,056

 

$

1,057

 

$

341

 

$

107,806

 

 

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The contractual delinquency of the net finance receivables portfolio by product and aging for the periods indicated are as follows:

 

 

June 30, 2025

 

 

Large

 

Small

 

Total

 

Dollars in thousands

$

 

%

 

$

 

%

 

$

 

%

 

Current

$

1,225,581

 

 

86.7

%

$

446,446

 

 

81.7

%

$

1,672,027

 

 

85.3

%

1 to 29 days past due

 

111,096

 

 

7.9

%

 

47,855

 

 

8.7

%

 

158,951

 

 

8.1

%

Delinquent accounts:

 

 

 

 

 

 

 

 

 

 

 

 

30 to 59 days

 

21,441

 

 

1.5

%

 

13,921

 

 

2.6

%

 

35,362

 

 

1.8

%

60 to 89 days

 

17,247

 

 

1.2

%

 

11,702

 

 

2.1

%

 

28,949

 

 

1.5

%

90 to 119 days

 

13,501

 

 

1.0

%

 

8,847

 

 

1.6

%

 

22,348

 

 

1.1

%

120 to 149 days

 

12,826

 

 

0.9

%

 

8,799

 

 

1.6

%

 

21,625

 

 

1.1

%

150 to 179 days

 

11,675

 

 

0.8

%

 

9,427

 

 

1.7

%

 

21,102

 

 

1.1

%

Total delinquency

$

76,690

 

 

5.4

%

$

52,696

 

 

9.6

%

$

129,386

 

 

6.6

%

Total net finance receivables

$

1,413,367

 

 

100.0

%

$

546,997

 

 

100.0

%

$

1,960,364

 

 

100.0

%

Net finance receivables in nonaccrual status

$

46,034

 

 

3.3

%

$

30,491

 

 

5.6

%

$

76,525

 

 

3.9

%

 

 

December 31, 2024

 

 

Large

 

Small

 

Total

 

Dollars in thousands

$

 

%

 

$

 

%

 

$

 

%

 

Current

$

1,139,070

 

 

85.2

%

$

451,311

 

 

81.2

%

$

1,590,381

 

 

84.0

%

1 to 29 days past due

 

109,656

 

 

8.2

%

 

46,656

 

 

8.4

%

 

156,312

 

 

8.3

%

Delinquent accounts:

 

 

 

 

 

 

 

 

 

 

 

 

30 to 59 days

 

22,909

 

 

1.7

%

 

14,039

 

 

2.5

%

 

36,948

 

 

1.9

%

60 to 89 days

 

21,493

 

 

1.6

%

 

13,749

 

 

2.5

%

 

35,242

 

 

1.9

%

90 to 119 days

 

16,609

 

 

1.3

%

 

11,476

 

 

2.1

%

 

28,085

 

 

1.5

%

120 to 149 days

 

14,357

 

 

1.1

%

 

9,630

 

 

1.7

%

 

23,987

 

 

1.3

%

150 to 179 days

 

12,686

 

 

0.9

%

 

8,894

 

 

1.6

%

 

21,580

 

 

1.1

%

Total delinquency

$

88,054

 

 

6.6

%

$

57,788

 

 

10.4

%

$

145,842

 

 

7.7

%

Total net finance receivables

$

1,336,780

 

 

100.0

%

$

555,755

 

 

100.0

%

$

1,892,535

 

 

100.0

%

Net finance receivables in nonaccrual status

$

54,228

 

 

4.1

%

$

34,602

 

 

6.2

%

$

88,830

 

 

4.7

%

The accrual of interest income on finance receivables is suspended when an account becomes 90 days delinquent. If a loan is charged off, the accrued interest is reversed as a reduction of interest and fee income. During the three months ended June 30, 2025 and 2024, the Company reversed $7.1 million and $6.5 million of accrued interest as reductions of interest and fee income, respectively. The Company reversed $14.4 million and $11.6 million of accrued interest as reductions of interest and fee income for the six months ended June 30, 2025 and 2024, respectively.

The following are reconciliations of the allowance for credit losses by product for the periods indicated:

 

 

As of and For the Three Months Ended June 30, 2025

 

Dollars in thousands

Large

 

Small

 

Total

 

Beginning balance

$

134,411

 

$

64,689

 

$

199,100

 

Provision for credit losses

 

36,068

 

 

24,519

 

 

60,587

 

Credit losses

 

(34,640

)

 

(25,888

)

 

(60,528

)

Recoveries

 

2,271

 

 

1,370

 

 

3,641

 

Ending balance

$

138,110

 

$

64,690

 

$

202,800

 

Net finance receivables

$

1,413,367

 

$

546,997

 

$

1,960,364

 

Allowance as percentage of net finance receivables

 

9.8

%

 

11.8

%

 

10.3

%

 

16


Table of Contents

 

 

As of and For the Three Months Ended June 30, 2024

 

Dollars in thousands

Large

 

Small

 

Total

 

Beginning balance

$

126,528

 

$

60,572

 

$

187,100

 

Provision for credit losses

 

31,493

 

 

22,309

 

 

53,802

 

Credit losses

 

(35,957

)

 

(22,656

)

 

(58,613

)

Recoveries

 

1,914

 

 

1,197

 

 

3,111

 

Ending balance

$

123,978

 

$

61,422

 

$

185,400

 

Net finance receivables

$

1,266,032

 

$

507,711

 

$

1,773,743

 

Allowance as percentage of net finance receivables

 

9.8

%

 

12.1

%

 

10.5

%

 

 

As of and For the Six Months Ended June 30, 2025

 

Dollars in thousands

Large

 

Small

 

Total

 

Beginning balance

$

133,506

 

$

65,994

 

$

199,500

 

Provision for credit losses

 

70,689

 

 

47,890

 

 

118,579

 

Credit losses

 

(70,395

)

 

(51,842

)

 

(122,237

)

Recoveries

 

4,310

 

 

2,648

 

 

6,958

 

Ending balance

$

138,110

 

$

64,690

 

$

202,800

 

Net finance receivables

$

1,413,367

 

$

546,997

 

$

1,960,364

 

Allowance as percentage of net finance receivables

 

9.8

%

 

11.8

%

 

10.3

%

 

 

As of and For the Six Months Ended June 30, 2024

 

Dollars in thousands

Large

 

Small

 

Total

 

Beginning balance

$

127,992

 

$

59,408

 

$

187,400

 

Provision for credit losses

 

60,148

 

 

40,077

 

 

100,225

 

Credit losses

 

(67,668

)

 

(40,138

)

 

(107,806

)

Recoveries

 

3,506

 

 

2,075

 

 

5,581

 

Ending balance

$

123,978

 

$

61,422

 

$

185,400

 

Net finance receivables

$

1,266,032

 

$

507,711

 

$

1,773,743

 

Allowance as percentage of net finance receivables

 

9.8

%

 

12.1

%

 

10.5

%

The Company uses certain loan modification programs for borrowers experiencing financial difficulties as a loss mitigation strategy to improve collectability of the loans and assist customers through financial setbacks. The programs consist of offering payment deferrals, refinancing, and, in limited instances, settlements. Customers may also pursue financial assistance through external sources, such as filing for bankruptcy protection. Modification programs available to our customers are described in more detail below:

Customers with temporary hardships may be offered payment deferrals related to past due payments. Such deferrals extend the customer’s maturity date and are generally considered insignificant delays, unless the deferral exceeds three deferrals in a rolling twelve-month period.
Customers with delinquent loans who meet certain criteria are eligible to receive a reduced interest rate and/or term extension, making the monthly payments more affordable.
The Company may also agree to settle a past-due loan by accepting less than the full principal balance owed, in certain limited cases, once it is determined that collection of the entire outstanding balance is unlikely.
Customers who receive bankruptcy protection may receive principal forgiveness, interest rate reductions, and/or term extensions.

17


Table of Contents

 

The information relating to modifications made to borrowers experiencing financial difficulty and their related percentage of applicable net finance receivables for the periods indicated are as follows:

 

 

 

As of and for the Three Months Ended June 30, 2025

 

 

 

Large

 

 

Small

 

 

Total

 

Dollars in thousands

 

$

 

%

 

 

$

 

%

 

 

$

 

%

 

Interest rate reduction

 

$

4,484

 

 

0.3

%

 

$

1,391

 

 

0.3

%

 

$

5,875

 

 

0.3

%

Interest rate reduction & term extension

 

 

1,831

 

 

0.1

%

 

 

425

 

 

0.1

%

 

 

2,256

 

 

0.1

%

Term extension

 

 

924

 

 

0.1

%

 

 

125

 

 

 

 

 

1,049

 

 

0.1

%

Principal forgiveness, interest rate reduction, & term extension

 

 

242

 

 

 

 

 

6

 

 

 

 

 

248

 

 

 

Total

 

$

7,481

 

 

0.5

%

 

$

1,947

 

 

0.4

%

 

$

9,428

 

 

0.5

%

 

 

 

As of and for the Three Months Ended June 30, 2024

 

 

 

Large

 

 

Small

 

 

Total

 

Dollars in thousands

 

$

 

%

 

 

$

 

%

 

 

$

 

%

 

Interest rate reduction

 

$

651

 

 

0.1

%

 

$

179

 

 

 

 

$

830

 

 

 

Interest rate reduction & term extension

 

 

2,635

 

 

0.2

%

 

 

461

 

 

0.1

%

 

 

3,096

 

 

0.2

%

Term extension

 

 

2,117

 

 

0.2

%

 

 

438

 

 

0.1

%

 

 

2,555

 

 

0.1

%

Principal forgiveness, interest rate reduction, & term extension

 

 

162

 

 

 

 

 

7

 

 

 

 

 

169

 

 

 

Total

 

$

5,565

 

 

0.4

%

 

$

1,085

 

 

0.2

%

 

$

6,650

 

 

0.4

%

 

 

 

As of and for the Six Months Ended June 30, 2025

 

 

 

Large

 

 

Small

 

 

Total

 

Dollars in thousands

 

$

 

%

 

 

$

 

%

 

 

$

 

%

 

Interest rate reduction

 

$

9,536

 

 

0.7

%

 

$

3,134

 

 

0.6

%

 

$

12,670

 

 

0.6

%

Interest rate reduction & term extension

 

 

4,111

 

 

0.3

%

 

 

868

 

 

0.2

%

 

 

4,979

 

 

0.3

%

Term extension

 

 

1,008

 

 

0.1

%

 

 

187

 

 

 

 

 

1,195

 

 

0.1

%

Principal forgiveness, interest rate reduction, & term extension

 

 

406

 

 

 

 

 

16

 

 

 

 

 

422

 

 

 

Total

 

$

15,061

 

 

1.1

%

 

$

4,205

 

 

0.8

%

 

$

19,266

 

 

1.0

%

 

 

 

As of and for the Six Months Ended June 30, 2024

 

 

 

Large

 

 

Small

 

 

Total

 

Dollars in thousands

 

$

 

%

 

 

$

 

%

 

 

$

 

%

 

Interest rate reduction

 

$

699

 

 

0.1

%

 

$

181

 

 

 

 

$

880

 

 

 

Interest rate reduction & term extension

 

 

6,111

 

 

0.5

%

 

 

1,051

 

 

0.2

%

 

 

7,162

 

 

0.4

%

Term extension

 

 

2,496

 

 

0.2

%

 

 

538

 

 

0.1

%

 

 

3,034

 

 

0.2

%

Principal forgiveness, interest rate reduction, & term extension

 

 

287

 

 

 

 

 

19

 

 

 

 

 

306

 

 

 

Total

 

$

9,593

 

 

0.8

%

 

$

1,789

 

 

0.4

%

 

$

11,382

 

 

0.6

%

The financial effects of the modifications made to borrowers experiencing financial difficulty for the periods indicated are as follows:

 

 

 

Three Months Ended June 30, 2025

Loan Modification

 

Product

 

Financial Effect

Interest rate reduction

 

Large loans

 

Reduced the weighted-average contractual interest rate by 18.4%.

 

 

Small loans

 

Reduced the weighted-average contractual interest rate by 28.8%.

Term extension

 

Large loans

 

Added a weighted-average 1.3 years to the life of loans.

 

 

Small loans

 

Added a weighted-average 1.3 years to the life of loans.

Principal forgiveness

 

Large loans

 

Reduced the amortized cost basis of the loans by $0.3 million.

 

 

Small loans

 

Reduced the amortized cost basis of the loans by $0.1 million.

 

18


Table of Contents

 

 

 

 

Three Months Ended June 30, 2024

Loan Modification

 

Product

 

Financial Effect

Interest rate reduction

 

Large loans

 

Reduced the weighted-average contractual interest rate by 9.6%.

 

 

Small loans

 

Reduced the weighted-average contractual interest rate by 17.6%.

Term extension

 

Large loans

 

Added a weighted-average 1.1 years to the life of loans.

 

 

Small loans

 

Added a weighted-average 1.0 years to the life of loans.

Principal forgiveness

 

Large loans

 

Reduced the amortized cost basis of the loans by $0.3 million.

 

 

Small loans

 

Reduced the amortized cost basis of the loans by $0.1 million.

 

 

 

Six Months Ended June 30, 2025

Loan Modification

 

Product

 

Financial Effect

Interest rate reduction

 

Large loans

 

Reduced the weighted-average contractual interest rate by 18.4%.

 

 

Small loans

 

Reduced the weighted-average contractual interest rate by 29.3%.

Term extension

 

Large loans

 

Added a weighted-average 1.4 years to the life of loans.

 

 

Small loans

 

Added a weighted-average 1.3 years to the life of loans.

Principal forgiveness

 

Large loans

 

Reduced the amortized cost basis of the loans by $0.6 million.

 

 

Small loans

 

Reduced the amortized cost basis of the loans by $0.2 million.

 

 

 

Six Months Ended June 30, 2024

Loan Modification

 

Product

 

Financial Effect

Interest rate reduction

 

Large loans

 

Reduced the weighted-average contractual interest rate by 8.4%.

 

 

Small loans

 

Reduced the weighted-average contractual interest rate by 15.5%.

Term extension

 

Large loans

 

Added a weighted-average 1.3 years to the life of loans.

 

 

Small loans

 

Added a weighted-average 1.2 years to the life of loans.

Principal forgiveness

 

Large loans

 

Reduced the amortized cost basis of the loans by $0.6 million.

 

 

Small loans

 

Reduced the amortized cost basis of the loans by $0.3 million.

The following tables provide the amortized cost basis for modifications made to borrowers experiencing financial difficulty within the previous twelve months that subsequently defaulted. The Company defines payment default as 90 days past due for this disclosure. The respective amounts for each modification for the periods indicated are as follows:

 

 

 

As of and for the Three Months Ended June 30, 2025

 

Dollars in thousands

 

Large

 

 

Small

 

 

Total

 

Interest rate reduction

 

$

1,924

 

 

$

852

 

 

$

2,776

 

Interest rate reduction & term extension

 

 

678

 

 

 

152

 

 

 

830

 

Term extension

 

 

68

 

 

 

18

 

 

 

86

 

Principal forgiveness, interest rate reduction, & term extension

 

 

63

 

 

 

 

 

 

63

 

Total

 

$

2,733

 

 

$

1,022

 

 

$

3,755

 

 

 

 

As of and for the Three Months Ended June 30, 2024

 

Dollars in thousands

 

Large

 

 

Small

 

 

Total

 

Interest rate reduction & term extension

 

$

1,141

 

 

$

235

 

 

$

1,376

 

Term extension

 

 

45

 

 

 

15

 

 

 

60

 

Principal forgiveness, interest rate reduction, & term extension

 

 

26

 

 

 

 

 

 

26

 

Total

 

$

1,212

 

 

$

250

 

 

$

1,462

 

 

 

 

As of and for the Six Months Ended June 30, 2025

 

Dollars in thousands

 

Large

 

 

Small

 

 

Total

 

Interest rate reduction

 

$

2,396

 

 

$

977

 

 

$

3,373

 

Interest rate reduction & term extension

 

 

863

 

 

 

176

 

 

 

1,039

 

Term extension

 

 

106

 

 

 

24

 

 

 

130

 

Principal forgiveness, interest rate reduction, & term extension

 

 

81

 

 

 

 

 

 

81

 

Total

 

$

3,446

 

 

$

1,177

 

 

$

4,623

 

 

19


Table of Contents

 

 

 

 

As of and for the Six Months Ended June 30, 2024

 

Dollars in thousands

 

Large

 

 

Small

 

 

Total

 

Interest rate reduction & term extension

 

$

1,453

 

 

$

278

 

 

$

1,731

 

Term extension

 

 

53

 

 

 

16

 

 

 

69

 

Principal forgiveness, interest rate reduction, & term extension

 

 

27

 

 

 

4

 

 

 

31

 

Total

 

$

1,533

 

 

$

298

 

 

$

1,831

 

The contractual delinquencies of loans that were modified to borrowers experiencing financial difficulty within the previous twelve months for the periods indicated are as follows:

 

 

 

June 30, 2025

 

Dollars in thousands

 

Large

 

 

Small

 

 

Total

 

Current

 

$

16,807

 

 

$

3,944

 

 

$

20,751

 

30 - 89 days past due

 

 

3,035

 

 

 

1,084

 

 

 

4,119

 

90+ days past due

 

 

1,845

 

 

 

823

 

 

 

2,668

 

Total (1)

 

$

21,687

 

 

$

5,851

 

 

$

27,538

 

(1) Excludes modified finance receivables that subsequently charged off of $2.4 million and $0.8 million in large and small loans, respectively.

 

 

June 30, 2024

 

Dollars in thousands

 

Large

 

 

Small

 

 

Total

 

Current

 

$

12,113

 

 

$

2,071

 

 

$

14,184

 

30 - 89 days past due

 

 

2,000

 

 

 

387

 

 

 

2,387

 

90+ days past due

 

 

1,066

 

 

 

253

 

 

 

1,319

 

Total (1)

 

$

15,179

 

 

$

2,711

 

 

$

17,890

 

(1) Excludes modified finance receivables that subsequently charged off of $1.5 million and $0.3 million in large and small loans, respectively.

Note 4. Restricted Available-for-Sale Investments

The following tables reconcile the amortized cost, gross unrealized gains and losses included in accumulated other comprehensive income or loss, and estimated fair value of the Company’s restricted AFS investments as of the periods indicated:

 

 

 

June 30, 2025

 

Dollars in thousands

 

Amortized Cost

 

 

Gross Unrealized Gains

 

 

Gross Unrealized Losses

 

 

Estimated Fair Value

 

Restricted investments

 

$

22,124

 

 

$

 

 

$

(2

)

 

$

22,122

 

 

 

 

December 31, 2024

 

Dollars in thousands

 

Amortized Cost

 

 

Gross Unrealized Gains

 

 

Gross Unrealized Losses

 

 

Estimated Fair Value

 

Restricted investments

 

$

21,633

 

 

$

92

 

 

$

(13

)

 

$

21,712

 

The following tables include the gross unrealized losses and estimated fair values of restricted AFS investments that were in a continuous unrealized loss position, for which no allowance for credit loss has been recorded, as of the periods indicated:

 

 

 

June 30, 2025

 

 

 

Less than 12 Months

 

 

12 Months or Longer

 

 

Total

 

Dollars in thousands

 

Estimated Fair Value

 

 

Gross Unrealized Losses

 

 

Estimated Fair Value

 

 

Gross Unrealized Losses

 

 

Estimated Fair Value

 

 

Gross Unrealized Losses

 

Restricted investments

 

$

2,212

 

 

$

(2

)

 

$

 

 

$

 

 

$

2,212

 

 

$

(2

)

 

20


Table of Contents

 

 

 

 

December 31, 2024

 

 

 

Less than 12 Months

 

 

12 Months or Longer

 

 

Total

 

Dollars in thousands

 

Estimated Fair Value

 

 

Gross Unrealized Losses

 

 

Estimated Fair Value

 

 

Gross Unrealized Losses

 

 

Estimated Fair Value

 

 

Gross Unrealized Losses

 

Restricted investments

 

$

2,205

 

 

$

(13

)

 

$

 

 

$

 

 

$

2,205

 

 

$

(13

)

The restricted AFS investments consist of U.S. Treasuries which are measured at fair value and include accrued interest receivables of $13 thousand as of both June 30, 2025 and December 31, 2024. The investments consist of highly rated securities backed by the U.S. federal government. As a result, the Company has not recorded an allowance for credit losses related to the restricted AFS investments.

The following table includes the amortized cost and estimated fair values of restricted AFS investments by contractual maturity as of the period indicated:

 

 

 

June 30, 2025

 

Dollars in thousands

 

Amortized Cost

 

 

Estimated Fair Value

 

Due in one year

 

$

19,910

 

 

$

19,910

 

Due within one year to five years

 

 

2,214

 

 

 

2,212

 

Due within five years to ten years

 

 

 

 

 

 

Due after ten years

 

 

 

 

 

 

Total

 

$

22,124

 

 

$

22,122

 

The Company had no gross realized gains or losses during the three and six months ended June 30, 2025 and 2024, respectively. For additional information on the Company's restricted AFS investments, see Note 8, "Disclosure About Fair Value of Financial Instruments."

Note 5. Variable Interest Entities

As part of its overall funding strategy, the Company has transferred certain finance receivables to affiliated VIEs for asset-backed financing transactions, including securitizations. The Company’s revolving warehouse credit facilities and securitizations are issued by the Company’s SPEs, which are considered VIEs under GAAP and are consolidated into the financial statements of their primary beneficiary.

These debts are supported by the expected cash flows from the underlying collateralized finance receivables. Collections on these finance receivables are remitted to restricted cash collection accounts, which totaled $83.6 million and $117.1 million as of June 30, 2025 and December 31, 2024, respectively. Cash inflows from the finance receivables are distributed to the lenders/investors, the service providers, and/or the residual interest that the Company owns in accordance with a monthly contractual priority of payments. The SPEs pay a servicing fee to the Company, which is eliminated in consolidation. Distributions from the SPEs to the Company are permitted under the debt arrangements.

At each sale of receivables from the Company’s affiliates to the SPEs, the Company makes certain representations and warranties about the quality and nature of the collateralized receivables. The debt arrangements require the Company to repurchase the receivables in certain circumstances, including circumstances in which the representations and warranties made by the Company concerning the quality and characteristics of the receivables are inaccurate. Assets transferred to each SPE are legally isolated from the Company and its affiliates, as well as the claims of the Company’s and its affiliates’ creditors. Further, the assets of each SPE are owned by such SPE and are not available to satisfy the debts or other obligations of the Company or any of its affiliates.

21


Table of Contents

 

The following table presents the assets and liabilities of our consolidated VIEs:

 

Dollars in thousands

 

June 30, 2025

 

 

December 31, 2024

 

Assets

 

 

 

 

 

 

Cash

 

$

381

 

 

$

378

 

Net finance receivables

 

 

1,461,658

 

 

 

1,317,604

 

Allowance for credit losses

 

 

(148,872

)

 

 

(136,850

)

Restricted cash

 

 

96,958

 

 

 

130,970

 

Other assets

 

 

3,194

 

 

 

3,078

 

Total assets

 

$

1,413,319

 

 

$

1,315,180

 

Liabilities

 

 

 

 

 

 

Net debt

 

$

1,336,929

 

 

$

1,253,096

 

Other liabilities

 

 

21

 

 

 

19

 

Total liabilities

 

$

1,336,950

 

 

$

1,253,115

 

 

Note 6. Debt

The following is a summary of the Company’s debt as of the periods indicated:

 

June 30, 2025

 

 

December 31, 2024

 

Dollars in thousands

Debt

 

Unamortized Debt Issuance Costs (1)

 

Net Debt

 

 

Debt

 

Unamortized Debt Issuance Costs (1)

 

Net Debt

 

Revolving credit facilities

$

247,914

 

$

(184

)

$

247,730

 

 

$

315,904

 

$

(437

)

$

315,467

 

Securitizations

 

1,261,219

 

 

(6,678

)

 

1,254,541

 

 

 

1,162,432

 

 

(5,901

)

 

1,156,531

 

Total

$

1,509,133

 

$

(6,862

)

$

1,502,271

 

 

$

1,478,336

 

$

(6,338

)

$

1,471,998

 

Unused amount of revolving credit facilities (subject to borrowing base)

$

533,778

 

 

 

 

 

 

$

466,164

 

 

 

 

 

(1) Unamortized debt issuance costs related to the revolving warehouse credit facilities are presented within other assets in the consolidated balance sheets. These credit facilities had $2.5 million and $2.2 million in such costs as of June 30, 2025 and December 31, 2024, respectively.

Revolving credit facilities: The Company’s revolving credit facilities are secured by substantially all of the Company’s finance receivables and equity interests of the majority of its subsidiaries. The Company pays unused commitment fees on its revolving credit facilities, generally based upon the average outstanding balance. As of June 30, 2025, the Company held $4.3 million in unrestricted cash. The Company had $117.3 million of immediate available liquidity to draw down cash under the senior revolving credit facility and had no immediate availability to draw down cash under any of its revolving warehouse credit facilities as of June 30, 2025; however, each of the Company’s revolving warehouse credit facilities holds restricted cash reserves to satisfy provisions of its respective credit agreement.

The following table includes the key terms under each of the Company’s revolving credit facilities as of June 30, 2025:

 

Dollars in thousands

Total Credit Facility

 

Debt Balance

 

Restricted Cash Reserves

 

Advance Rate Cap

 

Current Advance Rate

 

Unused Commitment Fee

 

Revolving Period End Date

 

Maturity Date

Senior

$

355,000

 

$

165,526

 

$

 

83%

 

67%

 

0.5% - 1.0%

 

N/A

 

Sep 2025

RMR IV warehouse (1)

 

125,000

 

 

11,981

 

 

151

 

79%

 

79%

 

0.5%

 

May 2026

 

May 2027

RMR V warehouse

 

100,000

 

 

21,296

 

 

132

 

80%

 

80%

 

0.4% - 0.7%

 

Nov 2026

 

Nov 2027

RMR VI warehouse

 

75,000

 

 

27,813

 

 

184

 

75%

 

75%

 

0.5%

 

Feb 2027

 

Feb 2028

RMR VII warehouse

 

125,000

 

 

21,298

 

 

139

 

76%

 

76%

 

0.4% - 0.7%

 

N/A

 

Oct 2026

Total

$

780,000

 

$

247,914

 

$

606

 

 

 

 

 

 

 

 

 

 

(1) Following a May 2025 amendment, the revolving period end date is now May 2026 (previously May 2025), the maturity date is now May 2027 (previously May 2026), and the unused commitment fee is now 0.5% (previously ranging between 0.4% - 0.7%).

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Borrowings under the revolving credit facilities bear interest, payable monthly, at a rate equal to the sum of any applicable floor, benchmark adjustment, margin, and the market rate of each respective rate type that was effective as of June 30, 2025 (as follows):

 

 

Floor

 

Benchmark Adjustment

 

Margin

 

Rate Type

 

Effective Interest Rate

Senior

0.5%

 

0.1%

 

3.0%

 

1-month SOFR

 

7.4%

RMR IV warehouse (1)

 

 

2.3%

 

1-month SOFR

 

6.6%

RMR V warehouse

 

 

2.1%

 

Conduit

 

6.7%

RMR VI warehouse

 

 

2.1%

 

1-month SOFR

 

6.4%

RMR VII warehouse

 

 

2.4%

 

1-month SOFR

 

6.7%

(1) Following a May 2025 amendment, the benchmark adjustment has been removed (previously 0.1%), and the margin is now 2.3% (previously 2.8%).

Securitizations: From time to time, the Company and its SPE, RMR III, complete private offerings and sales of asset-backed notes through the Company’s Issuance Trusts. The asset-backed notes are secured by finance receivables and other related assets that RMR III purchased from the Company, which RMR III then sells and transfers to the Issuance Trusts. The Issuance Trusts hold restricted cash reserves to satisfy provisions of the transaction documents. Borrowings under the securitizations bear interest, payable monthly, and principal repayments begin the month subsequent to the end of the revolving period. Prior to maturity, the Company may redeem the notes in full, but not in part, at its option on securitization-specific, designated dates. No payments of principal of the notes will be made during the revolving periods.

The following table includes the key terms under each of the Company’s securitizations as of June 30, 2025:

 

Dollars in thousands

Issue Date

 

Issue Amount

 

Debt Balance

 

Restricted Cash Reserves

 

Effective Interest Rate

 

Revolving Period End Date

 

Maturity Date

RMIT 2021-1

Feb 2021

 

$

248,700

 

$

54,385

 

$

2,604

 

3.5%

 

Feb 2024

 

Mar 2031

RMIT 2021-2

Jul 2021

 

 

200,000

 

 

200,192

 

 

2,083

 

2.3%

 

Jul 2026

 

Aug 2033

RMIT 2021-3

Oct 2021

 

 

125,000

 

 

125,202

 

 

1,471

 

3.9%

 

Sep 2026

 

Oct 2033

RMIT 2022-1

Feb 2022

 

 

250,000

 

 

177,511

 

 

2,646

 

3.8%

 

Feb 2025

 

Mar 2032

RMIT 2024-1

Jun 2024

 

 

187,305

 

 

187,787

 

 

1,078

 

6.2%

 

May 2027

 

Jul 2036

RMIT 2024-2

Nov 2024

 

 

250,000

 

 

250,557

 

 

1,418

 

5.3%

 

Nov 2026

 

Dec 2033

RMIT 2025-1

Mar 2025

 

 

265,000

 

 

265,585

 

 

1,489

 

5.3%

 

Mar 2027

 

Apr 2034

Total

 

 

$

1,526,005

 

$

1,261,219

 

$

12,789

 

 

 

 

 

 

The Company’s debt arrangements are subject to certain covenants, including monthly and annual reporting, maintenance of specified interest coverage and debt ratios, restrictions on distributions, limitations on other indebtedness, and certain other restrictions. As of June 30, 2025, the Company was in compliance with all debt covenants.

Note 7. Stockholders’ Equity

Stock repurchase program: In December 2024, the Company announced that the Board had authorized a $30 million stock repurchase program. The authorization was effective immediately and extends through December 31, 2026. As of June 30, 2025, under this repurchase program, the Company had repurchased 0.5 million shares of common stock at a total cost of $15.1 million, including commissions and estimated excise taxes.

Quarterly cash dividend: The Board may in its discretion declare and pay cash dividends on the Company’s common stock. The following table presents the dividends declared per share of common stock for the periods indicated:

 

 

 

Three Months Ended June 30,

 

 

Six Months Ended June 30,

 

 

 

2025

 

 

2024

 

 

2025

 

 

2024

 

Dividends declared per common share

 

$

0.30

 

 

$

0.30

 

 

$

0.60

 

 

$

0.60

 

See Note 14, “Subsequent Events,” for information regarding the Company’s cash dividend following the end of the fiscal quarter.

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Note 8. Disclosure About Fair Value of Financial Instruments

The following methods and assumptions were used to estimate the fair value of each class of financial instruments for which it is practicable to estimate that value:

Cash and restricted cash: Cash and restricted cash is recorded at cost, which approximates fair value due to its highly liquid nature.

Restricted AFS investments: The fair value of U.S. Treasury securities is priced using an external pricing service which the Company corroborates using a secondary external vendor. For additional information on the Company's restricted AFS investments, see Note 4, "Restricted Available-for-Sale Investments."

Net finance receivables: The Company determines the fair value of net finance receivables using a discounted cash flows methodology. The application of this methodology requires the Company to make certain estimates and judgments. These estimates and judgments include, but are not limited to, prepayment rates, default rates, loss severity, and risk-adjusted discount rates.

Debt: The Company estimates the fair value of debt using estimated credit marks based on an index of similar financial instruments (credit facilities) and projected cash flows from the underlying collateralized finance receivables (securitizations), each discounted using a risk-adjusted discount rate.

Certain of the Company’s assets estimated fair value are classified and disclosed in one of the following three categories:

Level 1 – Quoted market prices in active markets for identical assets or liabilities.

Level 2 – Observable inputs other than Level 1 prices, such as quoted prices for similar assets or liabilities, quoted prices in markets that are not active, or other inputs that are observable or can be corroborated by observable market data.

Level 3 – Unobservable inputs that are not corroborated by market data.

In determining the appropriate levels, the Company performs an analysis of the assets and liabilities that are estimated at fair value. At each reporting period, all assets and liabilities for which the fair value measurement is based on significant unobservable inputs are classified as Level 3.

The following table includes the carrying amounts and estimated fair values of financial assets and liabilities disclosed but not carried at fair value:

 

 

June 30, 2025

 

 

December 31, 2024

 

Dollars in thousands

 

Carrying
Amount

 

 

Estimated
Fair Value

 

 

Carrying
Amount

 

 

Estimated
Fair Value

 

Assets

 

 

 

 

 

 

 

 

 

 

 

 

Level 1

 

 

 

 

 

 

 

 

 

 

 

 

Cash

 

$

4,272

 

 

$

4,272

 

 

$

3,951

 

 

$

3,951

 

Restricted cash

 

 

117,658

 

 

 

117,658

 

 

 

131,684

 

 

 

131,684

 

Level 3

 

 

 

 

 

 

 

 

 

 

 

 

Net finance receivables, less unearned insurance
   premiums and allowance for credit losses

 

 

1,708,518

 

 

 

1,742,718

 

 

 

1,644,967

 

 

 

1,695,325

 

Liabilities

 

 

 

 

 

 

 

 

 

 

 

 

Level 3

 

 

 

 

 

 

 

 

 

 

 

 

Debt

 

 

1,509,133

 

 

 

1,481,788

 

 

 

1,478,336

 

 

 

1,428,607

 

 

The following table includes the carrying amounts and estimated fair values of amounts the Company measures at fair value on a recurring basis:

 

 

June 30, 2025

 

 

December 31, 2024

 

Dollars in thousands

 

Carrying
Amount

 

 

Estimated
Fair Value

 

 

Carrying
Amount

 

 

Estimated
Fair Value

 

Assets

 

 

 

 

 

 

 

 

 

 

 

 

Level 2

 

 

 

 

 

 

 

 

 

 

 

 

Restricted AFS investments

 

$

22,122

 

 

$

22,122

 

 

$

21,712

 

 

$

21,712

 

As of the periods indicated above, there were no financial assets or liabilities measured at fair value on a non-recurring basis.

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Table of Contents

 

Note 9. Income Taxes

The Company records interim provisions for income taxes based on an estimated annual effective tax rate. The Company recognizes discrete tax benefits or deficiencies in the income tax line of the consolidated statements of income. Generally, these discrete benefits or deficiencies are primarily the result of exercises or vestings of share-based awards.

The following table summarizes the components of income taxes for the periods indicated:

 

 

 

Three Months Ended June 30,

 

 

Six Months Ended June 30,

 

Dollars in thousands

 

2025

 

 

2024

 

 

2025

 

 

2024

 

Provision for corporate taxes

 

$

3,322

 

 

$

2,814

 

 

$

5,548

 

 

$

7,600

 

Discrete tax (benefits) deficiencies

 

 

22

 

 

 

(37

)

 

 

(50

)

 

 

(95

)

Total

 

$

3,344

 

 

$

2,777

 

 

$

5,498

 

 

$

7,505

 

 

Note 10. Earnings Per Share

The following schedule reconciles the computation of basic and diluted earnings per share for the periods indicated:

 

 

 

Three Months Ended June 30,

 

 

Six Months Ended June 30,

 

Dollars in thousands, except per share amounts

 

2025

 

 

2024

 

 

2025

 

 

2024

 

Numerator:

 

 

 

 

 

 

 

 

 

 

 

 

Net income

 

$

10,140

 

 

$

8,445

 

 

$

17,147

 

 

$

23,650

 

Denominator:

 

 

 

 

 

 

 

 

 

 

 

 

Weighted-average shares outstanding for basic earnings per share

 

 

9,504

 

 

 

9,613

 

 

 

9,556

 

 

 

9,591

 

Effect of dilutive securities

 

 

339

 

 

 

250

 

 

 

378

 

 

 

214

 

Weighted-average shares adjusted for dilutive securities

 

 

9,843

 

 

 

9,863

 

 

 

9,934

 

 

 

9,805

 

Earnings per share:

 

 

 

 

 

 

 

 

 

 

 

 

Basic

 

$

1.07

 

 

$

0.88

 

 

$

1.79

 

 

$

2.47

 

Diluted

 

$

1.03

 

 

$

0.86

 

 

$

1.73

 

 

$

2.41

 

The Company excluded outstanding shares of common stock totaling 0.1 million and 0.4 million for the three months ended June 30, 2025 and 2024, respectively, and 0.1 million and 0.4 million for the six months ended June 30, 2025 and 2024, respectively, from the computation of diluted earnings per share because they were anti-dilutive.

Note 11. Share-Based Compensation

The Company previously adopted the 2015 Plan (including re-approval as amended and restated in April 2017 and May 2021). On May 16, 2024, the stockholders of the Company approved the 2024 Plan. As of June 30, 2025, subject to adjustments as provided in the 2024 Plan, the maximum aggregate number of shares of the Company’s common stock that could be issued under the 2024 Plan could not exceed the sum of (i) 381,000 shares plus (ii) any shares remaining available for the grant of awards as of May 16, 2024 under the 2015 Plan, plus (iii) any shares subject to an award granted under the 2015 Plan which award is forfeited, cash-settled, cancelled, terminated, expires, or lapses for any reason after May 16, 2024 without the issuance of shares or pursuant to which such shares are forfeited (subject to adjustment for anti-dilution purposes as provided in the 2024 Plan). Of the amount described in the preceding sentence, no more than 381,000 shares may be issued under the 2024 Plan pursuant to the grant of incentive stock options (subject to adjustment for anti-dilution purposes). As of May 16, 2024, there were 1.0 million shares available for grant under the 2024 Plan, inclusive of shares previously available for grant under the 2015 Plan that were rolled over to the 2024 Plan. No further grants will be made under the 2015 Plan. However, awards that are outstanding under the 2015 Plan will continue in accordance with their respective terms. As of June 30, 2025, there were 0.2 million shares available for grant under the 2024 Plan.

For the three months ended June 30, 2025 and 2024, the Company recorded share-based compensation expense of $2.8 million and $3.3 million, respectively. The Company recorded $6.3 million and $5.1 million in share-based compensation expense for the six months ended June 30, 2025 and 2024, respectively. As of June 30, 2025, unrecognized share-based compensation expense to be recognized over future periods approximated $17.0 million. This amount will be recognized as expense over a weighted-average period of 1.9 years. Share-based compensation expenses are recognized on a straight-line basis over the requisite service period of the agreement. All share-based compensation is classified as equity awards. During the three and six months ended June 30, 2025, share-based compensation of $0.1 million and $0.2 million was capitalized as software, respectively. There was no capitalization of share-based compensation during the three and six months ended June 30, 2024.

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Table of Contents

 

The Company allows for the settlement of share-based awards on a net share basis. With net share settlement, the employee does not surrender any cash or shares upon the exercise of stock options or the vesting of stock awards or stock units. Rather, the Company withholds the number of shares with a value equivalent to the option exercise price (for stock options) and the statutory tax withholding (for all share-based awards). Net share settlements have the effect of reducing the number of shares that would have otherwise been issued as a result of exercise or vesting.

Long-term incentive program: The Company issues PRSUs, service-based RSUs, and RSAs to certain members of senior management under the Company’s LTIP. Recurring annual grants are made at the discretion of the Board. The annual grants are subject to cliff- and graded-vesting, generally concluding at the end of the third calendar year and subject to continued employment or as otherwise provided in the underlying award agreements. Vested PRSUs are subject to an additional one-year holding period following the vesting date. The actual value of the PRSUs that may be earned can range from 0% to 150% of target based on relative total shareholder return, plus an additive 20% based on pre-provision return on assets over the performance period, resulting in a maximum payout of 170%.

PRSUs granted prior to 2025 may earn 0% to 150% of target based on positive or negative cumulative total shareholder return concluding at the end of the third calendar year.

Key team member incentive program: The Company also has a KTIP for certain other members of senior management. Recurring annual participation in the program is at the discretion of the Board and executive management. The annual grants are subject to graded-vesting, generally concluding at the end of the third calendar year and subject to continued employment or as otherwise provided in the underlying award agreements.

Prior to 2024, the annual grant was subject to performance over a one-year period. Payout under the program ranged from 0% to 150% of target based on the achievement of five Company performance metrics and individual performance goals (subject to continued employment and certain other terms and conditions of the program). If earned, an RSA was issued following the one-year performance period that vested ratably over a subsequent two-year period (subject to continued employment or as otherwise provided in the underlying award agreement).

Inducement and retention program: From time to time, the Company issues stock awards and other long-term incentive awards in conjunction with employment offers to select new employees and retention grants to select existing employees. The Company issues these awards to attract and retain talent and to provide market competitive compensation. The grants have various vesting terms, including fully-vested awards at the grant date, cliff-vesting, and graded-vesting over periods of up to five years (subject to continued employment or as otherwise provided in the underlying award agreements).

Non-employee director compensation program: The Company awards its non-employee directors a cash retainer and shares of restricted common stock. The RSAs are granted on the fifth business day following the Company’s annual meeting of stockholders and fully vest upon the earlier of the first anniversary of the grant date or the completion of the directors’ annual service to the Company (so long as the period between the date of the annual stockholders’ meeting related to the grant date and the date of the next annual stockholders’ meeting is not less than 50 weeks).

The following are the terms and amounts of the awards issued under the Company’s share-based incentive programs:

Non-qualified stock options: The exercise price of all stock options is equal to the Company’s closing stock price on the date of grant. Stock options are subject to various vesting terms, including graded- and cliff-vesting over periods of up to five years. In addition, stock options vest and become exercisable in full or in part under certain circumstances, including following the occurrence of a change of control (as defined in the option award agreements). Participants who are awarded options must exercise their options within a maximum of ten years of the grant date.

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Table of Contents

 

The following table summarizes the stock option activity for the six months ended June 30, 2025:

 

Dollars and shares in thousands, except per share amounts

 

Number of Shares

 

 

Weighted-Average Exercise Price
Per Share

 

 

Weighted-Average Remaining Contractual
Life (Years)

 

 

Aggregate Intrinsic Value

 

Options outstanding at beginning of period

 

 

444

 

 

$

23.65

 

 

 

 

 

 

 

Granted

 

 

 

 

 

 

 

 

 

 

 

 

Exercised

 

 

(23

)

 

 

18.13

 

 

 

 

 

 

 

Forfeited

 

 

 

 

 

 

 

 

 

 

 

 

Expired

 

 

 

 

 

 

 

 

 

 

 

 

Options outstanding at end of period

 

 

421

 

 

$

23.94

 

 

 

4.1

 

 

$

2,383

 

Options exercisable at end of period

 

 

421

 

 

$

23.94

 

 

 

4.1

 

 

$

2,383

 

The following table provides additional stock option information for the periods indicated:

 

 

 

Three Months Ended June 30,

 

 

Six Months Ended June 30,

 

Dollars in thousands, except per share amounts

 

2025

 

 

2024

 

 

2025

 

 

2024

 

Weighted-average grant date fair value per share

 

$

 

 

$

 

 

$

 

 

$

 

Intrinsic value of options exercised

 

$

 

 

$

 

 

$

401

 

 

$

 

Fair value of stock options that vested

 

$

 

 

$

 

 

$

 

 

$

 

 

Performance restricted stock units: Compensation expense for PRSUs is based on the fair value of the award estimated on the grant date using the Monte Carlo valuation model. The following are the weighted-average assumptions for the PRSU grants for the periods indicated:

 

 

 

Six Months Ended June 30,

 

 

 

2025

 

 

2024

 

Expected volatility

 

 

42.0

%

 

 

42.5

%

Expected dividends

 

 

 

 

 

2.3

%

Risk-free rate

 

 

4.0

%

 

 

5.2

%

Discount for post-vesting restrictions

 

 

11.8

%

 

 

9.2

%

The following table summarizes PRSU activity for the six months ended June 30, 2025:

 

Dollars and units in thousands, except per unit amounts

 

Units

 

 

Weighted-Average
Grant Date
Fair Value Per Unit

 

Non-vested units at beginning of period

 

 

311

 

 

$

33.93

 

Granted

 

 

135

 

 

 

25.90

 

Achieved performance adjustment

 

 

(24

)

 

 

52.07

 

Vested

 

 

(43

)

 

 

52.07

 

Forfeited

 

 

 

 

 

 

Non-vested units at end of period

 

 

379

 

 

$

27.86

 

The following table provides additional PRSU information for the periods indicated:

 

 

 

Three Months Ended June 30,

 

 

Six Months Ended June 30,

 

Dollars in thousands, except per unit amounts

 

2025

 

 

2024

 

 

2025

 

 

2024

 

Weighted-average grant date fair value per unit

 

$

 

 

$

26.21

 

 

$

25.90

 

 

$

26.21

 

Fair value of PRSUs that vested

 

$

 

 

$

 

 

$

2,237

 

 

$

 

Performance-contingent restricted stock units: Compensation expense for performance-contingent RSUs was based on the Company’s closing stock price on the date of grant and the probability that certain financial goals would be achieved over the performance period. Compensation expense was estimated based on expected performance and was adjusted at each reporting period.

There was no performance-contingent RSU balance or activity for the six months ended June 30, 2025.

27


Table of Contents

 

The following table provides additional performance-contingent RSU information for the periods indicated:

 

 

 

Three Months Ended June 30,

 

 

Six Months Ended June 30,

 

Dollars in thousands, except per unit amounts

 

2025

 

 

2024

 

 

2025

 

 

2024

 

Weighted-average grant date fair value per unit

 

$

 

 

$

 

 

$

 

 

$

 

Fair value of RSUs that vested

 

$

 

 

$

1,371

 

 

$

 

 

$

1,371

 

Restricted stock units: The fair value and compensation expense of the primary portion of the Company’s service-based RSUs are calculated using the Company’s closing stock price on the date of grant. These RSUs include RSUs granted pursuant to the Company’s LTIP.

The following table summarizes service-based RSU activity for the six months ended June 30, 2025:

 

Dollars and units in thousands, except per unit amounts

 

Units

 

 

Weighted-Average
Grant Date
Fair Value Per Unit

 

Non-vested units at beginning of period

 

 

35

 

 

$

28.20

 

Granted

 

 

51

 

 

 

29.74

 

Vested

 

 

 

 

 

 

Forfeited

 

 

 

 

 

 

Non-vested units at end of period

 

 

86

 

 

$

29.10

 

The following table provides additional service-based RSU information for the periods indicated:

 

 

 

Three Months Ended June 30,

 

 

Six Months Ended June 30,

 

Dollars in thousands, except per unit amounts

 

2025

 

 

2024

 

 

2025

 

 

2024

 

Weighted-average grant date fair value per unit

 

$

 

 

$

28.20

 

 

$

29.74

 

 

$

28.20

 

Fair value of RSUs that vested

 

$

 

 

$

 

 

$

 

 

$

 

Restricted stock awards: The fair value and compensation expense of the primary portion of the Company’s RSAs are calculated using the Company’s closing stock price on the date of grant. These RSAs include director awards, inducement awards, RSAs granted pursuant to the Company’s LTIP, and, beginning in 2024, RSAs granted pursuant to the Company’s KTIP.

Prior to 2024, the Company’s KTIP was administered as a performance-based program. The fair value and compensation expense of RSAs granted pursuant to the Company’s performance-based KTIP was calculated using the Company’s closing stock price on the date of grant and the probability that certain financial goals would be achieved over the performance period. Compensation expense was estimated based on expected performance and was adjusted at each reporting period.

The following table summarizes RSA activity for the six months ended June 30, 2025:

 

Dollars and shares in thousands, except per share amounts

 

Shares

 

 

Weighted-Average
Grant Date
Fair Value Per Share

 

Non-vested shares at beginning of period

 

 

334

 

 

$

28.80

 

Granted

 

 

258

 

 

 

29.22

 

Vested

 

 

(37

)

 

 

27.24

 

Forfeited

 

 

(6

)

 

 

29.02

 

Non-vested shares at end of period

 

 

549

 

 

$

29.10

 

The following table provides additional RSA information for the periods indicated:

 

 

 

Three Months Ended June 30,

 

 

Six Months Ended June 30,

 

Dollars in thousands, except per share amounts

 

2025

 

 

2024

 

 

2025

 

 

2024

 

Weighted-average grant date fair value per share

 

$

26.52

 

 

$

28.04

 

 

$

29.22

 

 

$

28.51

 

Fair value of RSAs that vested

 

$

981

 

 

$

932

 

 

$

999

 

 

$

990

 

 

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Note 12. Commitments and Contingencies

In the normal course of business, the Company has been named as a defendant in legal actions in connection with its activities. Some of the actual or threatened legal actions include claims for compensatory damages or claims for indeterminate amounts of damages. The Company contests liability and the amount of damages, as appropriate, in each pending matter.

Where available information indicates that it is probable that a liability has been incurred and the Company can reasonably estimate the amount of that loss, the Company accrues the estimated loss by a charge to net income.

However, in many legal actions, it is inherently difficult to determine whether any loss is probable, or even reasonably possible, or to estimate the amount of loss. This is particularly true for actions that are in their early stages of development or where plaintiffs seek indeterminate damages. In addition, even where a loss is reasonably possible or an exposure to loss exists in excess of the liability already accrued, it is not always possible to reasonably estimate the size of the possible loss or range of loss. Before a loss, additional loss, range of loss, or range of additional loss can be reasonably estimated for any given action, numerous issues may need to be resolved, including through lengthy discovery, following determination of important factual matters, and/or by addressing novel or unsettled legal questions.

For certain other legal actions, the Company can estimate reasonably possible losses, additional losses, ranges of loss, or ranges of additional loss in excess of amounts accrued, but the Company does not believe, based on current knowledge and after consultation with counsel, that such losses will have a material adverse effect on the consolidated financial statements.

While the Company will continue to identify legal actions where it believes a material loss to be reasonably possible and reasonably estimable, there can be no assurance that material losses will not be incurred from claims that the Company has not yet been notified of or are not yet determined to be probable, or reasonably possible and reasonable to estimate.

The Company expenses legal costs as they are incurred.

Note 13. Segment Reporting

The Company has one reportable segment: consumer finance. Consolidated net income is the measure used by the CODM in evaluating the segment profit or loss of the Company. The CODM either reviews or is otherwise regularly provided with amounts for the following measures in the Company’s financial results for the periods indicated:

 

 

 

Three Months Ended June 30,

 

 

Six Months Ended June 30,

 

Dollars in thousands

 

2025

 

 

2024

 

 

2025

 

 

2024

 

Interest income

 

$

130,244

 

 

$

118,658

 

 

$

257,013

 

 

$

238,554

 

Fee income

 

 

10,451

 

 

 

9,240

 

 

 

20,235

 

 

 

18,162

 

Insurance income, net

 

 

11,499

 

 

 

10,507

 

 

 

22,796

 

 

 

21,481

 

Other income

 

 

5,248

 

 

 

4,620

 

 

 

10,365

 

 

 

9,136

 

Provision for credit losses

 

 

60,587

 

 

 

53,802

 

 

 

118,579

 

 

 

100,225

 

Share-based compensation expense

 

 

2,798

 

 

 

3,268

 

 

 

6,299

 

 

 

5,100

 

Depreciation and amortization expense

 

 

2,397

 

 

 

2,287

 

 

 

4,697

 

 

 

4,533

 

Interest expense

 

 

20,426

 

 

 

17,865

 

 

 

40,197

 

 

 

35,369

 

Income tax expense

 

 

3,344

 

 

 

2,777

 

 

 

5,498

 

 

 

7,505

 

As part of the CODM’s review and evaluation process for allocating resources, the CODM is provided with consolidated expenses and total assets as noted on the face of the Company’s Consolidated Statements of Comprehensive Income and Consolidated Balance Sheets, respectively.

The Company’s balance sheet expenditures for long-lived assets either reviewed by the CODM or otherwise regularly provided to the CODM are included in the Company’s Consolidated Statements of Cash Flows. These expenditures are represented as “Purchases of intangible assets,” “Purchases of property and equipment,” and “Operating leases paid” within the referenced statements.

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Note 14. Subsequent Events

Quarterly cash dividend: In July 2025, the Company announced that the Board declared a quarterly cash dividend of $0.30 per share. The dividend will be paid on September 10, 2025 to shareholders of record at the close of business on August 20, 2025. The declaration, amount, and payment of any future cash dividends on shares of the Company’s common stock will be at the discretion of the Board.

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ITEM 2. MANAGEMENT’S DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION AND RESULTS OF OPERATIONS.

The following discussion and analysis should be read in conjunction with, and is qualified in its entirety by reference to, our unaudited consolidated financial statements and the related notes that appear elsewhere in this Quarterly Report on Form 10-Q. These discussions contain forward-looking statements that reflect our current expectations and that include, but are not limited to, statements concerning our strategies, future operations, future financial position, future revenues, projected costs, expectations regarding demand and acceptance for our financial products, growth opportunities and trends in the market in which we operate, prospects, and plans and objectives of management. The words “anticipates,” “believes,” “estimates,” “expects,” “intends,” “may,” “plans,” “projects,” “predicts,” “will,” “would,” “should,” “could,” “potential,” “continue,” and similar expressions are intended to identify forward-looking statements, although not all forward-looking statements contain these identifying words. We may not actually achieve the plans, intentions, or expectations disclosed in our forward-looking statements, and you should not place undue reliance on our forward-looking statements. Our forward-looking statements involve risks and uncertainties that could cause actual results, events, and/or performance to differ materially from the plans, intentions, and expectations disclosed in the forward-looking statements. Such risks and uncertainties include, without limitation, the risks set forth in our filings with the SEC, including our Annual Report on Form 10-K for the fiscal year ended December 31, 2024 (which was filed with the SEC on February 21, 2025), our Quarterly Report on Form 10-Q for the fiscal quarter ended March 31, 2025 (which was filed with the SEC on May 2, 2025), and this Quarterly Report on Form 10-Q. The forward-looking information we have provided in this Quarterly Report on Form 10-Q pursuant to the safe harbor established under the Private Securities Litigation Reform Act of 1995 should be evaluated in the context of these factors. Forward-looking statements speak only as of the date they were made, and we undertake no obligation to update or revise such statements, except as required by the federal securities laws.

Overview

We are a diversified consumer finance company that provides installment loan products primarily to customers with limited access to consumer credit from banks, thrifts, credit card companies, and other lenders. As of June 30, 2025, we operate under the name “Regional Finance” online and in 352 branch locations in 19 states across the United States, serving 579,100 active accounts. Most of our loan products are secured, and each is structured on a fixed-rate, fixed-term basis with fully amortizing equal monthly installment payments, repayable at any time without penalty. We source our loans through our omni-channel platform, which includes our branches, centrally-managed direct mail campaigns, digital partners, and our consumer website. We operate an integrated branch model in which nearly all loans, regardless of origination channel, are serviced through our branch network with the support of centralized sales, underwriting, service, collections, and administrative teams. This model provides us with frequent contact with our customers, which we believe improves our credit performance and customer loyalty. Our goal is to consistently grow our finance receivables and to soundly manage our portfolio risk, while providing our customers with attractive and easy-to-understand loan products that serve their varied financial needs.

Our products include:

Large Loans (>$2,500) – As of June 30, 2025, we had 268.5 thousand large installment loans outstanding, representing $1.4 billion in net finance receivables. This included 72.8 thousand large loan convenience checks, representing $209.6 million in net finance receivables.
Small Loans (≤$2,500) – As of June 30, 2025, we had 310.7 thousand small installment loans outstanding, representing $547.0 million in net finance receivables. This included 167.1 thousand small loan convenience checks, representing $259.9 million in net finance receivables.
Optional Insurance Products – We offer optional payment and collateral protection insurance to our direct loan customers.

Large and small installment loans are our core products and will be the drivers of future growth. Our primary sources of revenue are interest and fee income from our loan products, of which interest and fees relating to large and small installment loans are the largest component. In addition to interest and fee income from loans, we earn revenue from optional insurance products purchased by customers of our direct loan products.

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Outlook

We continually assess the macroeconomic environment in which we operate in order to adapt appropriately and timely to current market conditions. Macroeconomic factors, including, but not limited to, inflationary pressures, higher interest rates, tariffs, and impacts from current geopolitical events outside the U.S., may affect our business, liquidity, financial condition, and results of operations.

We continue to execute our barbell strategy of growth in our higher-margin loan portfolio while balancing the associated risk with growth in our high-quality, auto-secured loan portfolio. Our portfolio of loans with an annual percentage rate greater than 36% grew by $49.8 million to 18.1% of the portfolio, while our auto-secured loan portfolio grew by $66.2 million to 12.5% of the portfolio.

Our allowance for credit losses was 10.3% of net finance receivables as of June 30, 2025. Going forward, macroeconomic conditions may necessitate changes to the macroeconomic assumptions within our forecast and to our credit loss performance outlook, either of which could lead to further changes in our allowance for credit losses, reserve rate, and provision for credit losses expense.

We have proactively diversified our funding over the past few years and continue to maintain a strong liquidity profile. As of June 30, 2025, we had $121.6 million of available liquidity, comprised of unrestricted cash on hand and immediate availability to draw down cash from our revolving credit facilities. In addition, we had $533.8 million of unused capacity on our revolving credit facilities (subject to the borrowing base) as of June 30, 2025. We believe our liquidity position provides substantial runway to support the fundamental operations of our business and to fund future growth.

Factors Affecting Our Results of Operations

Our business is impacted by several factors affecting our revenues, costs, and results of operations, including the following:

Quarterly Information and Seasonality. Our loan volume and contractual delinquency follow seasonal trends. Demand for our loans is typically highest during the second, third, and fourth quarters, which we believe is largely due to customers borrowing money for vacation, back-to-school, and holiday spending. Loan demand has generally been the lowest during the first quarter, which we believe is largely due to the timing of income tax refunds. Delinquencies generally reach their lowest point in the first half of the year and rise in the second half of the year. Changes in quarterly growth or liquidation could result in larger allowance for credit loss releases in periods of portfolio liquidation and larger provisions for credit losses in periods of portfolio growth. Consequently, we experience seasonal fluctuations in our operating results. However, changes in macroeconomic factors, including inflation, higher interest rates, and geopolitical conflict, have impacted our typical seasonal trends for loan volume and delinquency.

Growth in Loan Portfolio. The revenue that we generate from interest and fees is largely driven by the balance of loans that we originate. We source our loans through our branches, centrally-managed direct mail program, digital partners, and our consumer website. The majority of our loans, regardless of origination channel, are serviced through our branches. Increasing the number of loans per branch and growing our state footprint allows us to increase the number of customers we are able to serve. We continue to assess our branch network for clear opportunities to add branches in new and existing states where it is favorable for us to conduct business or consolidate operations into larger branches within close geographic proximity. This branch optimization is consistent with our omni-channel strategy and builds upon our recent successes in entering new states with a lighter branch footprint, while still providing customers with best-in-class service. As we consider our growth rate, we not only consider the health of the consumer, the strength of the economy, and the credit performance of our portfolio, but we also balance our commitment to deliver strong short-term results for investors while also generating the portfolio growth that will fuel our success and returns over the long-term. As we grow our portfolio, we are required to reserve for expected lifetime credit losses at the origination of each loan, which reduces net income. The related revenue benefits are recognized over the life of each loan.

Product Mix. We are exposed to different credit risks and charge different interest rates and fees with respect to the various types of loans we offer. Our product mix also varies to some extent by state, and we may further diversify our product mix in the future. The interest rates and fees vary from state to state, depending on the competitive environment and relevant laws and regulations.

Asset Quality and Allowance for Credit Losses. Our results of operations are highly dependent upon the credit quality of our loan portfolio. The credit quality of our loan portfolio is the result of our ability to enforce sound underwriting standards, maintain diligent servicing of the portfolio, and respond to changing economic conditions as we grow our loan portfolio.

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The primary underlying factors driving the provision for credit losses for each loan type are our underwriting standards, delinquency trends, the general economic conditions in the areas in which we conduct business, loan portfolio growth, and the effectiveness of our servicing and collection efforts. We monitor these factors, and the amount and past due status of all loans, to identify trends that might require us to modify the allowance for credit losses.

Interest Rates. Our costs of funds are affected by changes in interest rates, as the interest rates that we pay on certain of our credit facilities are variable. As a component of our strategy to manage the interest rate risk associated with future interest payments on our variable-rate debt, a majority of our funding was held at a fixed rate as of June 30, 2025, representing 84% of our total debt.

Operating Costs. Our financial results are impacted by the costs of operations and head office functions. Those costs are included in general and administrative expenses within our consolidated statements of comprehensive income.

Components of Results of Operations

Interest and Fee Income. Our interest and fee income consists primarily of interest earned on outstanding loans. Accrual of interest income on finance receivables is suspended when an account becomes 90 days delinquent. If the account is charged off, the accrued interest income is reversed as a reduction of interest and fee income.

Most states allow certain fees in connection with lending activities, such as loan origination fees, acquisition fees, and maintenance fees. Some states allow for higher fees while keeping interest rates lower. Loan fees are additional charges to the customer and generally are included in the annual percentage rate shown in the Truth in Lending disclosure that we make to our customers. The fees may or may not be refundable to the customer in the event of an early payoff, depending on state law. Fees are recognized as income over the life of the loan on the constant yield method.

Insurance Income, Net. Our insurance operations are a material part of our overall business and are integral to our lending activities. Insurance income, net consists primarily of earned premiums, net of certain direct costs, from the sale of various optional payment and collateral protection insurance products offered to customers who obtain loans directly from us. Insurance income, net also includes the earned premiums and direct costs associated with the non-file insurance that we purchase to protect us from credit losses where, following an event of default, we are unable to take possession of personal property collateral because our security interest is not perfected. We do not sell insurance to non-borrowers. Direct costs included in insurance income, net are claims paid, claims reserves, ceding fees, and premium taxes paid. We do not allocate to insurance income, net, any other head office or branch administrative costs associated with management of insurance operations, management of our captive insurance company, marketing and selling insurance products, legal and compliance review, or internal audits.

Other Income. Our other income consists of late charges assessed on customers who fail to make a payment within a specified number of days following the due date of the payment, interest income from restricted cash, commissions earned from the sale of club membership products, and investment income from restricted AFS securities.

Provision for Credit Losses. Provisions for credit losses are charged to income in amounts that we estimate as sufficient to maintain an allowance for credit losses at an adequate level to provide for lifetime expected credit losses on the related finance receivable portfolio. We reserve for expected lifetime credit losses at origination of each loan, while the revenue benefits are recognized over the life of the loan. Credit loss experience, current conditions, reasonable and supportable economic forecasts, delinquency of finance receivables, loan portfolio growth, the value of underlying collateral, and management’s judgment are factors used in assessing the overall adequacy of the allowance and the resulting provision for credit losses. Substantial adjustments to the allowance may be necessary if there are significant changes in forecasted economic conditions or loan portfolio performance.

General and Administrative Expenses. Our financial results are impacted by the costs of operations and head office functions. Those costs are included in general and administrative expenses within our consolidated statements of comprehensive income. Our general and administrative expenses are comprised of four categories: personnel, occupancy, marketing, and other.

Our personnel expenses are the largest component of our general and administrative expenses and consist primarily of the salaries and wages, overtime, contract labor, relocation costs, incentives, benefits, and related payroll taxes associated with all of our operations and head office employees.

Our occupancy expenses consist primarily of the cost of renting our facilities, all of which are leased, and the utility, depreciation of leasehold improvements and furniture and fixtures, communication services, data processing, and other non-personnel costs associated with operating our business.

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Our marketing expenses consist primarily of costs associated with our direct mail campaigns (including postage and costs associated with selecting recipients), digital marketing, maintaining our consumer website, and local marketing by branches. These costs are expensed as incurred.

Other expenses consist primarily of legal, compliance, audit, and consulting costs, as well as software maintenance and support, non-employee director compensation, electronic payment processing costs, bank service charges, office supplies, credit bureau charges, and the amortization of software, software licenses, and implementation costs. We frequently experience fluctuations in other expenses as we grow our loan portfolio and expand our market footprint.

For a discussion regarding how risks and uncertainties associated with the current regulatory environment may impact our future expenses, net income, and overall financial condition, see Part II, Item 1A, “Risk Factors.”

Interest Expense. Our interest expense consists primarily of paid and accrued interest for debt, unused line fees, and amortization of debt issuance costs on debt.

Income Taxes. Income taxes consist of state and federal income taxes. Deferred tax assets and liabilities are recognized for the future tax consequences attributable to temporary differences between the financial statement carrying amounts of existing assets and liabilities and their respective tax bases. Deferred tax assets and liabilities are measured using enacted tax rates expected to apply to taxable income in the years in which those temporary differences are expected to be recovered or settled. The change in deferred tax assets and liabilities is recognized in the period in which the change occurs, and the effects of future tax rate changes are recognized in the period in which the enactment of new rates occurs.

Results of Operations

The following table summarizes our results of operations, both in dollars and as a percentage of average net finance receivables (annualized):

 

2Q 25

 

2Q 24

 

 

YTD 25

 

 

YTD 24

 

Dollars in thousands

Amount

 

% of
Average Net Finance
Receivables

 

Amount

 

% of
Average Net Finance
Receivables

 

 

Amount

 

 

% of
Average Net Finance
Receivables

 

 

Amount

 

 

% of
Average Net Finance
Receivables

 

Revenue

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Interest and fee income

$

140,695

 

 

29.4

%

$

127,898

 

 

29.3

%

 

$

277,248

 

 

 

29.2

%

 

$

256,716

 

 

 

29.3

%

Insurance income, net

 

11,499

 

 

2.4

%

 

10,507

 

 

2.4

%

 

 

22,796

 

 

 

2.4

%

 

 

21,481

 

 

 

2.4

%

Other income

 

5,248

 

 

1.1

%

 

4,620

 

 

1.0

%

 

 

10,365

 

 

 

1.1

%

 

 

9,136

 

 

 

1.1

%

Total revenue

 

157,442

 

 

32.9

%

 

143,025

 

 

32.7

%

 

 

310,409

 

 

 

32.7

%

 

 

287,333

 

 

 

32.8

%

Expenses

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Provision for credit losses

 

60,587

 

 

12.7

%

 

53,802

 

 

12.3

%

 

 

118,579

 

 

 

12.5

%

 

 

100,225

 

 

 

11.4

%

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Personnel

 

38,584

 

 

8.1

%

 

37,097

 

 

8.5

%

 

 

79,726

 

 

 

8.4

%

 

 

74,917

 

 

 

8.5

%

Occupancy

 

6,911

 

 

1.4

%

 

6,149

 

 

1.4

%

 

 

13,817

 

 

 

1.5

%

 

 

12,524

 

 

 

1.4

%

Marketing

 

5,059

 

 

1.1

%

 

4,836

 

 

1.1

%

 

 

10,465

 

 

 

1.1

%

 

 

9,151

 

 

 

1.0

%

Other

 

12,391

 

 

2.6

%

 

12,054

 

 

2.8

%

 

 

24,980

 

 

 

2.6

%

 

 

23,992

 

 

 

2.9

%

Total general and administrative

 

62,945

 

 

13.2

%

 

60,136

 

 

13.8

%

 

 

128,988

 

 

 

13.6

%

 

 

120,584

 

 

 

13.8

%

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Interest expense

 

20,426

 

 

4.2

%

 

17,865

 

 

4.0

%

 

 

40,197

 

 

 

4.2

%

 

 

35,369

 

 

 

4.0

%

Income before income taxes

 

13,484

 

 

2.8

%

 

11,222

 

 

2.6

%

 

 

22,645

 

 

 

2.4

%

 

 

31,155

 

 

 

3.6

%

Income taxes

 

3,344

 

 

0.7

%

 

2,777

 

 

0.7

%

 

 

5,498

 

 

 

0.6

%

 

 

7,505

 

 

 

0.9

%

Net income

$

10,140

 

 

2.1

%

$

8,445

 

 

1.9

%

 

$

17,147

 

 

 

1.8

%

 

$

23,650

 

 

 

2.7

%

Information explaining the changes in our results of operations from year-to-year is provided in the following pages.

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Table of Contents

 

The following tables summarize the quarterly trends of our financial results:

 

 

Income Statement Quarterly Trend

 

In thousands, except per share amounts

2Q 24

 

3Q 24

 

4Q 24

 

1Q 25

 

2Q 25

 

QoQ $
B(W)

 

YoY $
B(W)

 

Revenue

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Interest and fee income

$

127,898

 

$

133,932

 

$

138,246

 

$

136,553

 

$

140,695

 

$

4,142

 

$

12,797

 

Insurance income, net

 

10,507

 

 

7,422

 

 

11,792

 

 

11,297

 

 

11,499

 

 

202

 

 

992

 

Other income

 

4,620

 

 

4,984

 

 

4,794

 

 

5,117

 

 

5,248

 

 

131

 

 

628

 

Total revenue

 

143,025

 

 

146,338

 

 

154,832

 

 

152,967

 

 

157,442

 

 

4,475

 

 

14,417

 

Expenses

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Provision for credit losses

 

53,802

 

 

54,349

 

 

57,626

 

 

57,992

 

 

60,587

 

 

(2,595

)

 

(6,785

)

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Personnel

 

37,097

 

 

38,323

 

 

40,549

 

 

41,142

 

 

38,584

 

 

2,558

 

 

(1,487

)

Occupancy

 

6,149

 

 

6,551

 

 

6,748

 

 

6,906

 

 

6,911

 

 

(5

)

 

(762

)

Marketing

 

4,836

 

 

5,078

 

 

4,777

 

 

5,406

 

 

5,059

 

 

347

 

 

(223

)

Other

 

12,054

 

 

12,516

 

 

12,572

 

 

12,589

 

 

12,391

 

 

198

 

 

(337

)

Total general and administrative

 

60,136

 

 

62,468

 

 

64,646

 

 

66,043

 

 

62,945

 

 

3,098

 

 

(2,809

)

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Interest expense

 

17,865

 

 

19,356

 

 

19,805

 

 

19,771

 

 

20,426

 

 

(655

)

 

(2,561

)

Income before income taxes

 

11,222

 

 

10,165

 

 

12,755

 

 

9,161

 

 

13,484

 

 

4,323

 

 

2,262

 

Income taxes

 

2,777

 

 

2,502

 

 

2,841

 

 

2,154

 

 

3,344

 

 

(1,190

)

 

(567

)

Net income

$

8,445

 

$

7,663

 

$

9,914

 

$

7,007

 

$

10,140

 

$

3,133

 

$

1,695

 

Net income per common share:

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Basic

$

0.88

 

$

0.79

 

$

1.02

 

$

0.73

 

$

1.07

 

$

0.34

 

$

0.19

 

Diluted

$

0.86

 

$

0.76

 

$

0.98

 

$

0.70

 

$

1.03

 

$

0.33

 

$

0.17

 

Weighted-average shares outstanding:

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Basic

 

9,613

 

 

9,683

 

 

9,691

 

 

9,610

 

 

9,504

 

 

106

 

 

109

 

Diluted

 

9,863

 

 

10,090

 

 

10,128

 

 

10,025

 

 

9,843

 

 

182

 

 

20

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Balance Sheet & Other Key Metrics Quarterly Trends

 

 

2Q 24

 

3Q 24

 

4Q 24

 

1Q 25

 

2Q 25

 

QoQ $
Inc (Dec)

 

YoY $
Inc (Dec)

 

Total assets

$

1,789,052

 

$

1,821,831

 

$

1,909,109

 

$

1,900,683

 

$

1,967,131

 

$

66,448

 

$

178,079

 

Net finance receivables

$

1,773,743

 

$

1,819,756

 

$

1,892,535

 

$

1,890,351

 

$

1,960,364

 

$

70,013

 

$

186,621

 

Allowance for credit losses

$

185,400

 

$

192,100

 

$

199,500

 

$

199,100

 

$

202,800

 

$

3,700

 

$

17,400

 

Debt

$

1,378,449

 

$

1,395,892

 

$

1,478,336

 

$

1,477,860

 

$

1,509,133

 

$

31,273

 

$

130,684

 

Interest and fee yield (annualized)

 

29.3

%

 

29.9

%

 

29.8

%

 

28.9

%

 

29.4

%

 

0.5

%

 

0.1

%

Efficiency ratio

 

42.0

%

 

42.7

%

 

41.8

%

 

43.2

%

 

40.0

%

 

(3.2

)%

 

(2.0

)%

Operating expense ratio

 

13.8

%

 

13.9

%

 

14.0

%

 

14.0

%

 

13.2

%

 

(0.8

)%

 

(0.6

)%

Delinquency rate

 

6.9

%

 

6.9

%

 

7.7

%

 

7.1

%

 

6.6

%

 

(0.5

)%

 

(0.3

)%

Net credit loss rate

 

12.7

%

 

10.6

%

 

10.8

%

 

12.4

%

 

11.9

%

 

(0.5

)%

 

(0.8

)%

Book value per share

$

33.96

 

$

34.72

 

$

35.67

 

$

35.48

 

$

36.43

 

$

0.95

 

$

2.47

 

 

35


Table of Contents

 

Comparison of June 30, 2025, versus June 30, 2024

The following discussion and table describe the changes in finance receivables by product type:

Large Loans (>$2,500) – Large loans outstanding increased by $147.3 million, or 11.6%, to over $1.4 billion as of the period ending June 30, 2025, compared to the period ended June 30, 2024. The increase was due to growth in our auto-secured loan portfolio, the growth of receivables in branches opened during 2024 and 2025, and the transition of small loan customers to large loans.
Small Loans (≤$2,500) – Small loans outstanding increased by $39.3 million, or 7.7%, to $547.0 million at June 30, 2025, from $507.7 million at June 30, 2024. The increase was due to marketing, growth in our higher-margin loan portfolio, and growth of receivables in branches opened during 2024 and 2025, partially offset by the transition of small loan customers to large loans.

 

 

 

Net Finance Receivables by Product

 

Dollars in thousands

 

2Q 25

 

 

2Q 24

 

 

YoY $
Inc (Dec)

 

 

YoY %
Inc (Dec)

 

Large loans

 

$

1,413,367

 

 

$

1,266,032

 

 

$

147,335

 

 

 

11.6

 %

Small loans

 

 

546,997

 

 

 

507,711

 

 

 

39,286

 

 

 

7.7

 %

Total

 

$

1,960,364

 

 

$

1,773,743

 

 

$

186,621

 

 

 

10.5

 %

Number of branches

 

 

352

 

 

 

343

 

 

 

9

 

 

 

2.6

 %

Net finance receivables per branch

 

$

5,569

 

 

$

5,171

 

 

$

398

 

 

 

7.7

 %

Comparison of the Three Months Ended June 30, 2025, versus the Three Months Ended June 30, 2024

Net Income. Net income increased $1.7 million, or 20.1%, to $10.1 million during the three months ended June 30, 2025, from $8.4 million during the prior-year period. The change in net income is explained in greater detail below.

Revenue. Total revenue increased $14.4 million, or 10.1%, to $157.4 million during the three months ended June 30, 2025, from $143.0 million during the prior-year period. The components of revenue are explained in greater detail below.

Interest and Fee Income. Interest and fee income increased $12.8 million, or 10.0%, to $140.7 million during the three months ended June 30, 2025, from $127.9 million during the prior-year period. The increase was primarily due to a 9.4% increase in average net finance receivables and a 0.1% increase in annualized average yield. The increase in yield was primarily due to improved credit performance.

The following table sets forth the average net finance receivables balance and average yield for our loan products:

 

 

Average Net Finance Receivables for the
 Three Months Ended

 

 

Average Yields for the
Three Months Ended (1)

 

Dollars in thousands

 

2Q 25

 

 

2Q 24

 

 

YoY %
Inc (Dec)

 

 

2Q 25

 

 

2Q 24

 

 

YoY
Inc (Dec)

 

Large loans

 

$

1,372,783

 

 

$

1,255,729

 

 

 

9.3

%

 

 

26.6

%

 

 

26.1

%

 

 

0.5

%

Small loans

 

 

540,106

 

 

 

493,048

 

 

 

9.5

%

 

 

36.5

%

 

 

37.2

%

 

 

(0.7

)%

Total

 

$

1,912,889

 

 

$

1,748,777

 

 

 

9.4

%

 

 

29.4

%

 

 

29.3

%

 

 

0.1

%

(1) Annualized interest and fee income as a percentage of average net finance receivables.

Total originations increased to $510.3 million during the three months ended June 30, 2025, from $426.1 million during the prior-year period. The following table represents the principal balance of loans originated and refinanced:

 

 

Loans Originated for the Three Months Ended

 

Dollars in thousands

 

2Q 25

 

 

2Q 24

 

 

YoY $
Inc (Dec)

 

 

YoY %
Inc (Dec)

 

Large loans

 

$

336,473

 

 

$

254,779

 

 

$

81,694

 

 

 

32.1

%

Small loans

 

 

173,856

 

 

 

171,282

 

 

 

2,574

 

 

 

1.5

%

Total

 

$

510,329

 

 

$

426,061

 

 

$

84,268

 

 

 

19.8

%

 

36


Table of Contents

 

The following table summarizes the components of the increase in interest and fee income:

 

 

Components of Increase in Interest and Fee Income
 2Q 25 Compared to 2Q 24
Increase (Decrease)

 

Dollars in thousands

 

Volume

 

 

Rate

 

 

Volume &
Rate

 

 

Net

 

Large loans

 

$

7,644

 

 

$

1,654

 

 

$

154

 

 

$

9,452

 

Small loans

 

 

4,380

 

 

 

(945

)

 

 

(90

)

 

 

3,345

 

Product mix

 

 

(22

)

 

 

17

 

 

 

5

 

 

 

 

Total

 

$

12,002

 

 

$

726

 

 

$

69

 

 

$

12,797

 

Insurance Income, Net. Insurance income, net increased $1.0 million, or 9.4% to $11.5 million during the three months ended June 30, 2025, from $10.5 million during the prior-year period. During both the three months ended June 30, 2025 and 2024, personal property insurance premiums represented the largest component of aggregate earned insurance premiums. During both the three months ended June 30, 2025 and 2024, life insurance claims expense represented the largest component of direct insurance expenses.

The following table summarizes the components of insurance income, net:

 

 

Insurance Premiums and Direct Expenses for the Three Months Ended

 

Dollars in thousands

 

2Q 25

 

 

2Q 24

 

 

YoY $
B(W)

 

 

YoY %
B(W)

 

Earned premiums

 

$

14,278

 

 

$

13,901

 

 

$

377

 

 

 

2.7

%

Claims, reserves, and certain direct expenses

 

 

(2,779

)

 

 

(3,394

)

 

 

615

 

 

 

18.1

%

Insurance income, net

 

$

11,499

 

 

$

10,507

 

 

$

992

 

 

 

9.4

%

Earned premiums increased by $0.4 million, and claims, reserves, and certain direct expenses decreased by $0.6 million, in each case compared to the prior-year period. The increase in insurance premiums was primarily due to an increase in personal property insurance premiums. The decrease in claims, reserves, and direct expenses was primarily due to a release in personal property insurance reserves related to hurricane activity in the prior-year.

Other Income. Other income increased $0.6 million, or 13.6%, to $5.2 million during the three months ended June 30, 2025, from $4.6 million during the prior-year period, primarily due to an increase in sales of our club membership products of $0.6 million.

Provision for Credit Losses. Our provision for credit losses increased $6.8 million, or 12.6%, to $60.6 million during the three months ended June 30, 2025, from $53.8 million during the prior-year period. The increase was due to an increase in net credit losses of $1.4 million and the change in provision expense of $5.4 million, in each case compared to the prior-year period. The increase in the provision for credit losses is explained in greater detail below.

Allowance for Credit Losses. We evaluate delinquency and losses in each of our loan products in establishing the allowance for credit losses. During the three months ended June 30, 2025 and 2024, the allowance for credit losses included a build of $3.7 million and a release of $1.7 million, respectively. The allowance for credit losses as a percentage of net finance receivables decreased to 10.3% as of June 30, 2025, from 10.5% as of June 30, 2024 from a release of remaining hurricane reserves as related losses impacted net credit losses in the current quarter.

Net Credit Losses. Net credit losses increased $1.4 million, or 2.5%, to $56.9 million during the three months ended June 30, 2025, from $55.5 million during the prior-year period. The net credit loss rate was 11.9% during the three months ended June 30, 2025, compared to 12.7% during the prior-year period. This 80 basis point improvement was due to credit tightening and effective portfolio management.

37


Table of Contents

 

Delinquency Performance. Our delinquency rate improved to 6.6% as of June 30, 2025, from 6.9% during the prior-year period, reflecting the overall improved credit quality and performance of our portfolio.

The following tables include delinquency balances by aging category and by product:

 

 

 

Contractual Delinquency by Aging

 

Dollars in thousands

 

2Q 25

 

 

2Q 24

 

Current

 

$

1,672,027

 

 

 

85.3

%

 

$

1,497,219

 

 

 

84.4

%

1 to 29 days past due

 

 

158,951

 

 

 

8.1

%

 

 

153,788

 

 

 

8.7

%

Delinquent accounts:

 

 

 

 

 

 

 

 

 

 

 

 

30 to 59 days

 

 

35,362

 

 

 

1.8

%

 

 

34,924

 

 

 

1.9

%

60 to 89 days

 

 

28,949

 

 

 

1.5

%

 

 

27,689

 

 

 

1.6

%

90 to 119 days

 

 

22,348

 

 

 

1.1

%

 

 

21,607

 

 

 

1.2

%

120 to 149 days

 

 

21,625

 

 

 

1.1

%

 

 

19,333

 

 

 

1.1

%

150 to 179 days

 

 

21,102

 

 

 

1.1

%

 

 

19,183

 

 

 

1.1

%

Total delinquency

 

$

129,386

 

 

 

6.6

%

 

$

122,736

 

 

 

6.9

%

Total net finance receivables

 

$

1,960,364

 

 

 

100.0

%

 

$

1,773,743

 

 

 

100.0

%

 

 

 

 

Contractual Delinquency by Product

 

Dollars in thousands

 

2Q 25

 

 

2Q 24

 

Large loans

 

$

76,690

 

 

 

5.4

%

 

$

76,432

 

 

 

6.0

%

Small loans

 

 

52,696

 

 

 

9.6

%

 

 

46,304

 

 

 

9.1

%

Total

 

$

129,386

 

 

 

6.6

%

 

$

122,736

 

 

 

6.9

%

 

General and Administrative Expenses. Our general and administrative expenses increased $2.8 million, or 4.7%, to $62.9 million during the three months ended June 30, 2025, from $60.1 million during the prior-year period. The absolute dollar increase in general and administrative expenses is explained in greater detail below.

Personnel. The largest component of general and administrative expenses was personnel expense, which increased $1.5 million, or 4.0%, to $38.6 million during the three months ended June 30, 2025, from $37.1 million during the prior-year period. The increase was driven by increased labor costs of $2.2 million to support growth, including staffing 17 new branches since the prior-year period. This increase was partially offset by higher capitalized loan origination costs, which reduce personnel expenses, of $0.7 million.

Occupancy. Occupancy expenses increased $0.8 million, or 12.4%, to $6.9 million during the three months ended June 30, 2025, from $6.1 million during the prior-year period primarily due to increased rent expense of $0.6 million, inclusive of expenses associated with opening 17 new branches since the prior-year period.

Marketing. Marketing expenses increased $0.2 million, or 4.6%, to $5.1 million during the three months ended June 30, 2025, from $4.8 million during the prior-year period due to increased digital marketing and direct mail activity of $0.2 million to support growth in our legacy and new branch markets.

Other Expenses. Other expenses increased $0.3 million, or 2.8%, to $12.4 million during the three months ended June 30, 2025, from $12.1 million during the prior-year period. We often experience increases in other expenses including legal expenses, bank fees, and certain professional expenses as we grow our loan portfolio and expand our market footprint.

Operating Expense Ratio. Our operating expense ratio decreased by 0.6% to 13.2% during the three months ended June 30, 2025, from 13.8% during the prior-year period.

Interest Expense. Interest expense increased $2.6 million, or 14.3%, to $20.4 million during the three months ended June 30, 2025, from $17.9 million during the prior-year period. The increase was primarily due to an increase in our cost of funds as well as an increase in the average balance of our debt facilities. Our cost of funds increased 0.2% to 4.2% during the three months ended June 30, 2025, from 4.0% during the prior-year period. The average balance of our debt facilities increased to $1.5 billion during the three months ended June 30, 2025, from $1.4 billion during the prior-year period.

38


Table of Contents

 

Income Taxes. Income taxes increased $0.6 million, or 20.4%, to $3.3 million during the three months ended June 30, 2025, from $2.8 million during the prior-year period. The increase was primarily due to a $2.3 million increase in income before income taxes compared to the prior-year period. Our effective tax rates were 24.8% and 24.7% for the three months ended June 30, 2025 and 2024, respectively.

Comparison of the Six Months Ended June 30, 2025, versus the Six Months Ended June 30, 2024

Net Income. Net income decreased $6.5 million, or 27.5%, to $17.1 million during the six months ended June 30, 2025, from $23.7 million during the prior-year period. The change in net income is explained in greater detail below.

Revenue. Total revenue increased $23.1 million, or 8.0%, to $310.4 million during the six months ended June 30, 2025, from $287.3 million during the prior-year period. The components of revenue are explained in greater detail below.

Interest and Fee Income. Interest and fee income increased $20.5 million, or 8.0%, to $277.2 million during the six months ended June 30, 2025, from $256.7 million during the prior-year period. The increase was primarily due to an 8.4% increase in average net finance receivables. Annualized average yield decreased by 0.1% primarily due to the estimated 30 basis point benefit in the prior-year period related to the fourth quarter 2023 loan sale, partially offset by improved credit performance. The six months ended June 30, 2024 included reductions in revenue reversals of an estimated $1.7 million attributable to the fourth quarter 2023 loan sale.

The following table sets forth the average net finance receivables balance and average yield for our loan products:

 

 

Average Net Finance Receivables for the
Six Months Ended

 

 

Average Yields for the
Six Months Ended (1)

 

Dollars in thousands

 

YTD 25

 

 

YTD 24

 

 

YoY %
Inc (Dec)

 

 

YTD 25

 

 

YTD 24

 

 

YoY
Inc (Dec)

 

Large loans

 

$

1,356,543

 

 

$

1,259,611

 

 

 

7.7

 %

 

 

26.4

%

 

 

26.1

%

 

 

0.3

 %

Small loans

 

 

544,520

 

 

 

494,149

 

 

 

10.2

 %

 

 

36.2

%

 

 

37.5

%

 

 

(1.3

)%

Total

 

$

1,901,063

 

 

$

1,753,760

 

 

 

8.4

 %

 

 

29.2

%

 

 

29.3

%

 

 

(0.1

)%

(1) Annualized interest and fee income as a percentage of average net finance receivables.

Total originations increased to $902.4 million during the six months ended June 30, 2025, from $752.4 million during the prior-year period. The following table represents the principal balance of loans originated and refinanced:

 

 

Loans Originated for the Six Months Ended

 

Dollars in thousands

 

YTD 25

 

 

YTD 24

 

 

YoY $
Inc (Dec)

 

 

YoY %
Inc (Dec)

 

Large loans

 

$

578,282

 

 

$

439,853

 

 

$

138,429

 

 

 

31.5

%

Small loans

 

 

324,167

 

 

 

312,563

 

 

 

11,604

 

 

 

3.7

%

Total

 

$

902,449

 

 

$

752,416

 

 

$

150,033

 

 

 

19.9

%

The following table summarizes the components of the increase in interest and fee income:

 

 

Components of Increase in Interest and Fee Income
 YTD 25 Compared to YTD 24
 Increase (Decrease)

 

Dollars in thousands

 

Volume

 

 

Rate

 

 

Volume &
Rate

 

 

Net

 

Large loans

 

$

12,633

 

 

$

1,864

 

 

$

143

 

 

$

14,640

 

Small loans

 

 

9,435

 

 

 

(3,215

)

 

 

(328

)

 

 

5,892

 

Product mix

 

 

(506

)

 

 

401

 

 

 

105

 

 

 

 

Total

 

$

21,562

 

 

$

(950

)

 

$

(80

)

 

$

20,532

 

 

39


Table of Contents

 

Insurance Income, Net. Insurance income, net increased $1.3 million, or 6.1% to $22.8 million during the six months ended June 30, 2025, from $21.5 million during the prior-year period. During both the six months ended June 30, 2025 and 2024, personal property insurance premiums represented the largest component of aggregate earned insurance premiums. During both the six months ended June 30, 2025 and 2024, life insurance claims expense represented the largest component of direct insurance expenses.

The following table summarizes the components of insurance income, net:

 

 

Insurance Premiums and Direct Expenses for the Six Months Ended

 

Dollars in thousands

 

YTD 25

 

 

YTD 24

 

 

YoY $
B(W)

 

 

YoY %
B(W)

 

Earned premiums

 

$

28,641

 

 

$

28,400

 

 

$

241

 

 

 

0.8

%

Claims, reserves, and certain direct expenses

 

 

(5,845

)

 

 

(6,919

)

 

 

1,074

 

 

 

15.5

%

Insurance income, net

 

$

22,796

 

 

$

21,481

 

 

$

1,315

 

 

 

6.1

%

Earned premiums increased by $0.2 million, and claims, reserves, and certain direct expenses decreased by $1.1 million, in each case compared to the prior-year period. The increase in insurance premiums was primarily due to increases in personal property insurance premiums and life insurance premiums. The decrease in claims, reserves, and direct expenses was primarily due to a release in personal property insurance reserves related to hurricane activity in the prior-year.

Other Income. Other income increased $1.2 million, or 13.5%, to $10.4 million during the six months ended June 30, 2025, from $9.1 million during the prior-year period, primarily due to an increase in sales of our club membership products of $1.0 million, higher late charges of $0.6 million associated with portfolio growth and higher investment income from securities of $0.1 million, partially offset by a decrease in interest income of $0.6 million from lower restricted cash requirements.

Provision for Credit Losses. Our provision for credit losses increased $18.4 million, or 18.3%, to $118.6 million during the six months ended June 30, 2025, from $100.2 million during the prior-year period. The increase was due to an increase in net credit losses of $13.1 million and the change in provision expense of $5.3 million, in each case compared to the prior-year period. The increase in the provision for credit losses is explained in greater detail below.

Allowance for Credit Losses. We evaluate delinquency and losses in each of our loan products in establishing the allowance for credit losses. During the six months ended June 30, 2025 and 2024, the allowance for credit losses included a build of $3.3 million and a release of $2.0 million, respectively. The allowance for credit losses as a percentage of net finance receivables decreased to 10.3% as of June 30, 2025, from 10.5% as of June 30, 2024 due to a release of remaining hurricane reserves as related losses impacted net credit losses in the current year.

Net Credit Losses. Net credit losses increased $13.1 million, or 12.8%, to $115.3 million during the six months ended June 30, 2025, from $102.2 million during the prior-year period. Our net credit losses during the prior-year period were inclusive of an estimated $12.2 million benefit from accelerated charge-offs in the fourth quarter of 2023 attributable to the fourth quarter 2023 loan sale. The net credit loss rate was 12.1% during the six months ended June 30, 2025, compared to 11.7% during the prior-year period. Our net credit loss ratio during the six months ended June 30, 2024 was inclusive of an estimated 130 basis point benefit related to the fourth quarter 2023 loan sale.

Delinquency Performance. Our delinquency rate improved to 6.6% as of June 30, 2025, from 6.9% during the prior-year period, reflecting the overall improved credit quality and performance of our portfolio due to credit tightening and effective portfolio management.

 

General and Administrative Expenses. Our general and administrative expenses increased $8.4 million, or 7.0%, to $129.0 million during the six months ended June 30, 2025, from $120.6 million during the prior-year period. The absolute dollar increase in general and administrative expenses is explained in greater detail below.

Personnel. The largest component of general and administrative expenses was personnel expense, which increased $4.8 million, or 6.4%, to $79.7 million during the six months ended June 30, 2025, from $74.9 million during the prior-year period. The increase was primarily driven by an increase in labor costs of $3.8 million, including staffing 17 new branches since the prior-year period, and increased incentive costs of $1.9 million due to a change in expense timing. This increase was partially offset by higher capitalized loan origination costs, which reduce personnel expenses, of $1.3 million.

40


Table of Contents

 

Occupancy. Occupancy expenses increased $1.3 million, or 10.3%, to $13.8 million during the six months ended June 30, 2025, from $12.5 million during the prior-year period primarily due to increased rent expense of $1.0 million, inclusive of rent expenses associated with opening 17 new branches since the prior-year period.

Marketing. Marketing expenses increased $1.3 million, or 14.4%, to $10.5 million during the six months ended June 30, 2025, from $9.2 million during the prior-year period due to increased activity in our direct mail campaigns of $1.1 million to support growth in our legacy and new branch markets, and increased digital marketing activity of $0.2 million.

Other Expenses. Other expenses increased $1.0 million, or 4.1%, to $25.0 million during the six months ended June 30, 2025, from $24.0 million during the prior-year period. The increase was primarily due to increased collection expenses of $0.5 million and increased credit bureau fees of $0.4 million.

Operating Expense Ratio. Our operating expense ratio decreased by 0.2% to 13.6% during the six months ended June 30, 2025, from 13.8% during the prior-year period.

Interest Expense. Interest expense increased $4.8 million, or 13.7%, to $40.2 million during the six months ended June 30, 2025, from $35.4 million during the prior-year period. The increase was primarily due to an increase in our cost of funds as well as an increase in the average balance of our debt facilities. Our cost of funds increased 0.2% to 4.2% during the six months ended June 30, 2025, from 4.0% during the prior-year period. The average balance of our debt facilities increased to $1.5 billion during the six months ended June 30, 2025, from $1.4 billion during the prior-year period.

Income Taxes. Income taxes decreased $2.0 million, or 26.7%, to $5.5 million during the six months ended June 30, 2025, from $7.5 million during the prior-year period. The decrease was primarily due to a $8.5 million decrease in income before income taxes compared to the prior-year period. Our effective tax rates were 24.3% and 24.1% for the six months ended June 30, 2025 and 2024, respectively.

Liquidity and Capital Resources

Our primary cash needs relate to the funding of our lending activities and, to a lesser extent, expenditures relating to improving our technology infrastructure and expanding and maintaining our branch locations. We have historically financed, and plan to continue to finance, our short-term and long-term operating liquidity and capital needs through a combination of cash flows from operations and borrowings under our debt facilities, including our senior revolving credit facility, revolving warehouse credit facilities, and asset-backed securitization transactions, all of which are described below. We continue to seek ways to diversify our funding sources. As of June 30, 2025, our funded debt-to-equity ratio was 4.2 to 1.0 and stockholders’ equity ratio was 18.5%, compared to 4.1 to 1.0 and 18.7%, respectively, as of December 31, 2024.

Cash and cash equivalents increased to $4.3 million as of June 30, 2025, from $4.0 million as of the prior year-end. We had immediate availability to draw down cash from our revolving credit facilities of $117.3 million and $132.9 million as of June 30, 2025 and the prior year-end, respectively. Our unused capacity on our revolving credit facilities (subject to the borrowing base) was $533.8 million and $466.2 million as of June 30, 2025, and the prior year-end, respectively. Our debt balance was $1.5 billion for both June 30, 2025 and the prior year-end.

Based upon anticipated cash flows, we believe that cash flows from operations and our various financing alternatives will provide sufficient financing for debt maturities and operations over the next twelve months, as well as into the future.

From time to time, we have extended the maturity date of and increased the borrowing limits under our senior revolving credit facility. While we have successfully obtained such extensions and increases in the past, there can be no assurance that we will be able to do so if and when needed in the future. As of June 30, 2025 the revolving period maturities of our securitizations and warehouse credit facilities (each as described below within “Financing Arrangements and Restricted Cash Reserve Accounts”) ranged from May 2026 to May 2027, with the exception of securitizations RMIT 2021-1 and RMIT 2022-1, for which the revolving periods ended in February 2024 and February 2025, respectively. We had not exercised our right to redeem the notes of either of these two securitizations as of June 30, 2025. There can be no assurance that we will be able to secure an extension of the warehouse credit facilities or close additional securitization transactions if and when needed in the future.

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Dividends and Stock Repurchases.

The Board may in its discretion declare and pay cash dividends on our common stock. The following table sets forth the dividends declared and paid for the six months ended June 30, 2025:

Period

 

Declaration Date

 

Record Date

 

Payment Date

 

Dividends Declared Per
Common Share

 

 

Dividends Paid
(in thousands)

 

1Q 25

 

February 5, 2025

 

February 20, 2025

 

March 13, 2025

 

$

0.30

 

 

$

3,152

 

2Q 25

 

April 30, 2025

 

May 21, 2025

 

June 11, 2025

 

 

0.30

 

 

 

2,843

 

Total

 

 

 

 

 

 

 

$

0.60

 

 

$

5,995

 

See Note 14, “Subsequent Events” of the Notes to Consolidated Financial Statements in Part I, Item 1, “Financial Statements,” for information regarding our cash dividend following the end of the quarter.

While we intend to pay our quarterly dividend for the foreseeable future, all subsequent dividends will be reviewed and declared at the discretion of the Board and will depend on many factors, including our financial condition, earnings, cash flows, capital requirements, level of indebtedness, statutory and contractual restrictions applicable to the payment of dividends, and other considerations that the Board deems relevant. Our dividend payments may change from time to time, and the Board may choose not to continue to declare dividends in the future.

In December 2024, we announced that the Board had authorized a $30.0 million stock repurchase program. The authorization was effective immediately and extends through December 31, 2026. As of June 30, 2025, we had repurchased 0.5 million shares of common stock under this plan at a total cost of $15.1 million, including commissions and estimated excise taxes.

Cash Flow.

Operating Activities. Net cash provided by operating activities during the six months ended June 30, 2025 was $142.3 million, compared to $130.0 million during the prior-year period, a net increase of $12.4 million. The increase in net cash provided was primarily due to the growth of our loan portfolio.

Investing Activities. Investing activities consist of originations and repayments of finance receivables, purchases of intangible assets, and purchases of property and equipment for new and existing branches. Net cash used in investing activities during the six months ended June 30, 2025 was $165.4 million, compared to $84.6 million during the prior-year period, a net increase in cash used of $80.8 million. The increase in net cash used was primarily driven by increased originations as we grow our loan portfolio, partially offset by increased repayments of finance receivables.

Financing Activities. Financing activities consist of borrowings and payments on our outstanding indebtedness. Net cash provided by financing activities during the six months ended June 30, 2025 was $9.4 million, compared to $30.9 million used in financing activities during the prior-year period, a net increase in cash provided of $40.2 million. The net increase in cash provided was primarily due to an increase in the net advances on debt instruments of $52.0 million related to increased originations, partially offset by an increase in the repurchases of common stock of $11.5 million.

Financing Arrangements and Restricted Cash Reserve Accounts.

As of June 30, 2025, we had five credit facilities outstanding and, from time to time, we engage in the private offering and sale of asset-backed notes. As part of our overall funding strategy, we have transferred certain finance receivables to affiliated VIEs for asset-backed financing transactions. Our debt arrangements described below, other than our senior revolving credit facility, are issued by each of our RMR and RMIT SPEs, which are considered VIEs under GAAP. These debts are supported by the expected cash flows from the underlying collateralized finance receivables. Collections on these finance receivables are remitted to restricted cash collection accounts, which totaled $83.6 million and $117.1 million as of June 30, 2025 and December 31, 2024, respectively. Our debt arrangements also contain various debt covenants. We were in compliance with all such debt covenants as of June 30, 2025.

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Revolving Credit Facilities. The following is a summary of our revolving credit facilities as of June 30, 2025:

 

Dollars in thousands

 

Capacity

 

 

Debt Balance

 

 

Effective Interest Rate

 

Restricted Cash Reserves

 

 

Restricted Cash Collection

 

 

Maturity Date

Senior

 

$

355,000

 

 

$

165,526

 

 

7.4%

 

$

 

 

$

 

 

Sep 2025

RMR IV warehouse

 

$

125,000

 

 

$

11,981

 

 

6.6%

 

$

151

 

 

$

802

 

 

May 2027

RMR V warehouse

 

$

100,000

 

 

$

21,296

 

 

6.7%

 

$

132

 

 

$

1,700

 

 

Nov 2027

RMR VI warehouse

 

$

75,000

 

 

$

27,813

 

 

6.4%

 

$

184

 

 

$

2,307

 

 

Feb 2028

RMR VII warehouse

 

$

125,000

 

 

$

21,298

 

 

6.7%

 

$

139

 

 

$

1,794

 

 

Oct 2026

Securitizations. The following is a summary of our securitizations as of June 30, 2025:

 

Dollars in thousands

 

Issue Amount

 

 

Debt Balance

 

 

Effective Interest Rate

 

Restricted Cash Reserves

 

 

Restricted Cash Collection

 

 

Revolving Period Maturity

 

Final Maturity Date

RMIT 2021-1

 

$

248,700

 

 

$

54,385

 

 

3.5%

 

$

2,604

 

 

$

5,848

 

 

Feb 2024

 

Mar 2031

RMIT 2021-2

 

$

200,000

 

 

$

200,192

 

 

2.3%

 

$

2,083

 

 

$

16,304

 

 

Jul 2026

 

Aug 2033

RMIT 2021-3

 

$

125,000

 

 

$

125,202

 

 

3.9%

 

$

1,471

 

 

$

15,675

 

 

Sep 2026

 

Oct 2033

RMIT 2022-1

 

$

250,000

 

 

$

177,511

 

 

3.8%

 

$

2,646

 

 

$

16,297

 

 

Feb 2025

 

Mar 2032

RMIT 2024-1

 

$

187,305

 

 

$

187,787

 

 

6.2%

 

$

1,078

 

 

$

7,224

 

 

May 2027

 

July 2036

RMIT 2024-2

 

$

250,000

 

 

$

250,557

 

 

5.3%

 

$

1,418

 

 

$

7,944

 

 

Nov 2026

 

Dec 2033

RMIT 2025-1

 

$

265,000

 

 

$

265,585

 

 

5.3%

 

$

1,489

 

 

$

7,668

 

 

Mar 2027

 

Apr 2034

RMC Reinsurance. Our wholly owned subsidiary, RMC Reinsurance, Ltd., is required to maintain reserves against life insurance policies ceded to it, as determined by the ceding company. These reserves are comprised of restricted cash and restricted AFS investments, net of payables for purchased securities not yet settled. As of June 30, 2025, the reserves totaled $22.9 million.

Critical Accounting Policies and Estimates

Management’s discussion and analysis of financial condition and results of operations is based upon our consolidated financial statements, which have been prepared in accordance with GAAP and conform to general practices within the consumer finance industry. The preparation of these financial statements requires estimates and assumptions that affect the reported amounts of assets and liabilities, revenues and expenses, and disclosure of contingent assets and liabilities for the periods indicated in the financial statements. Management bases estimates on historical experience and other assumptions it believes to be reasonable under the circumstances and evaluates these estimates on an ongoing basis. Actual results may differ from these estimates under different assumptions or conditions.

Allowance for Credit Losses.

The allowance for credit losses is based on historical credit experience, current conditions, and reasonable and supportable economic forecasts. The historical loss experience is adjusted for quantitative and qualitative factors that are not fully reflected in the historical data. In determining our estimate of expected credit losses, we evaluate information related to credit metrics, changes in our lending strategies and underwriting practices, and the current and forecasted direction of the economic and business environment. These metrics include, but are not limited to, loan portfolio mix and growth, unemployment, credit loss trends, delinquency trends, changes in underwriting, and operational risks.

We selected a PD / LGD model to estimate our base allowance for credit losses, in which the estimated loss is equal to the product of PD and LGD. Historical net finance receivables are tracked over the term of the pools to identify the incidences of loss (PDs) and the average severity of losses (LGDs).

To enhance the precision of the allowance for credit loss estimate, we evaluate our finance receivable portfolio on a pool basis and segment each pool of finance receivables with similar credit risk characteristics. As part of our evaluation, we consider loan portfolio characteristics such as product type, loan size, loan term, internal or external credit scores, delinquency status, geographical location, and vintage. Based on analysis of historical loss experience, we selected the following segmentation: product type, FICO score, and delinquency status.

As finance receivables are originated, provisions for credit losses are recorded in amounts sufficient to maintain an allowance for credit losses at an adequate level to provide for estimated losses over the contractual life of the finance receivables (considering the effect of prepayments). Subsequent changes to the contractual terms that are a result of re-underwriting are not included in the finance receivable’s contractual life (considering the effect of prepayments). We use our segmentation loss experience to forecast

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expected credit losses. Historical information about losses generally provides a basis for the estimate of expected credit losses. We also consider the need to adjust historical information to reflect the extent to which current conditions differ from the conditions that existed for the period over which historical information was evaluated. These adjustments to historical loss information may be qualitative or quantitative in nature.

Macroeconomic forecasts are required for our allowance for credit loss model and require significant judgment and estimation uncertainty. We consider key economic factors, most notably unemployment rates, to incorporate into our estimate of the allowance for credit losses. We engaged a major rating service provider to assist with compiling a reasonable and supportable forecast which we use to support the adjustments of our historical loss experience.

Due to the judgment and uncertainty in estimating the expected credit losses, we may experience changes to the macroeconomic assumptions within our forecast, as well as changes to our credit loss performance outlook, both of which could lead to further changes in our allowance for credit losses, allowance as a percentage of net finance receivables, and provision for credit losses. Potential macroeconomic changes have created conditions that increase the level of uncertainty associated with our estimate of the amount and timing of future credit losses from our loan portfolio.

Macroeconomic Sensitivity. To demonstrate the sensitivity of forecasting macroeconomic conditions, we stressed our macroeconomic model with 10% increased weighting towards slower near-term growth that would have increased our reserves as of June 30, 2025 by $2.0 million.

The macroeconomic scenarios are highly influenced by timing, severity, and duration of changes in the underlying economic factors. This makes it difficult to estimate how potential changes in economic factors affect the estimated credit losses. Therefore, this hypothetical analysis is not intended to represent our expectation of changes in our estimate of expected credit losses due to a change in the macroeconomic environment, nor does it consider management’s judgment of other quantitative and qualitative information which could increase or decrease the estimate.

 

 

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ITEM 3. QUANTITATIVE AND QUALITATIVE DISCLOSURES ABOUT MARKET RISK.

Interest Rate Risk

Interest rate risk arises from the possibility that changes in interest rates will affect our results of operations and financial condition. We originate finance receivables either at prevailing market rates or at statutory limits. Our finance receivables are structured on a fixed-rate, fixed-term basis. Accordingly, subject to statutory limits, our ability to react to changes in prevailing market rates is dependent upon the speed at which our customers pay off or renew loans in our existing loan portfolio, which allows us to originate new loans at prevailing market rates. Because our large loans have longer maturities than our small loans and typically renew at a slower rate than our small loans, our reaction time to changes may be affected as our large loans change as a percentage of our portfolio.

We also are exposed to changes in interest rates as a result of certain borrowing activities. As of June 30, 2025, the interest rates on 84% of our debt (the securitizations) were fixed. We maintain liquidity and fund our business operations in part through variable-rate borrowings under a senior revolving credit facility and multiple revolving warehouse credit facilities. As of June 30, 2025, the balances and key terms of the credit facilities’ interest rate risk were as follows:

Revolving Credit Facility

 

Debt Balance
(in thousands)

 

 

Interest Payment Frequency

 

Floor

 

Margin

 

Rate Type

 

Effective Interest Rate

Senior

 

$

165,526

 

 

Monthly

 

0.5%

 

3.0%

 

1-month SOFR

 

7.4%

RMR IV warehouse

 

 

11,981

 

 

Monthly

 

 

2.3%

 

1-month SOFR

 

6.6%

RMR V warehouse

 

 

21,296

 

 

Monthly

 

 

2.1%

 

Conduit

 

6.7%

RMR VI warehouse

 

 

27,813

 

 

Monthly

 

 

2.1%

 

1-month SOFR

 

6.4%

RMR VII warehouse

 

 

21,298

 

 

Monthly

 

 

2.4%

 

1-month SOFR

 

6.7%

Total

 

$

247,914

 

 

 

 

 

 

 

 

 

 

 

Based on the underlying rates and the outstanding balances as of June 30, 2025, an increase of 100 basis points in the rates of our revolving credit facilities would result in approximately $2.5 million of increased interest expense on an annual basis, in the aggregate, under these borrowings.

The nature and amount of our debt may vary as a result of future business requirements, market conditions, and other factors.

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ITEM 4. CONTROLS AND PROCEDURES.

Evaluation of Disclosure Controls and Procedures

Our management, with the participation of our chief executive officer and chief financial officer, evaluated the effectiveness of our disclosure controls and procedures as of June 30, 2025. The term “disclosure controls and procedures,” as defined in Rules 13a-15(e) and 15d-15(e) under the Exchange Act, means controls and other procedures of a company that are designed to ensure that information required to be disclosed by a company in the reports that it files or submits under the Exchange Act is recorded, processed, summarized, and reported within the time periods specified in the SEC’s rules and forms. Disclosure controls and procedures include, without limitation, controls and procedures designed to ensure that information required to be disclosed by a company in the reports that it files or submits under the Exchange Act is accumulated and communicated to the company’s management, including its principal executive officer and principal financial officer, as appropriate to allow timely decisions regarding required disclosure.

Based on the evaluation of our disclosure controls and procedures as of June 30, 2025, our chief executive officer and chief financial officer concluded that, as of such date, our disclosure controls and procedures were effective. Management recognizes that any controls and procedures, no matter how well designed and operated, can provide only reasonable assurance of achieving their objectives, and management necessarily applies its judgment in evaluating the cost–benefit relationship of possible controls and procedures.

Changes in Internal Control

There were no changes in our internal control over financial reporting identified in management’s evaluation pursuant to Rules 13a-15(d) or 15d-15(d) of the Exchange Act during the period covered by this Quarterly Report on Form 10-Q that materially affected, or are reasonably likely to materially affect, our internal control over financial reporting.

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Part II Other information

The Company is involved in various legal proceedings and related actions that have arisen in the ordinary course of its business that have not been fully adjudicated. The Company’s management does not believe that these matters, when ultimately concluded and determined, will have a material adverse effect on its financial condition, liquidity, or results of operations.

ITEM 1A. RISK FACTORS.

There have been no material changes to our risk factors from those included in our Annual Report on Form 10-K for the fiscal year ended December 31, 2024 other than the risk factor set forth in Part II, Item 1A, “Risk Factors” in our Quarterly Report on Form 10-Q for the quarter ended March 31, 2025. In addition to the other information set forth in this report and in our other reports and statements that we file with the SEC, you should carefully consider the factors discussed in Part I, Item 1A, “Risk Factors” in our Annual Report on Form 10-K for the fiscal year ended December 31, 2024 (which was filed with the SEC on February 21, 2025), which could materially affect our business, financial condition, and/or future operating results. The risks described in our Annual Report on Form 10-K are not the only risks facing our company. Additional risks and uncertainties not currently known to the Company or that the Company currently deems to be immaterial also may materially and adversely affect the Company’s business, financial condition, and/or operating results.

ITEM 2. UNREGISTERED SALES OF EQUITY SECURITIES AND USE OF PROCEEDS.

The following table provides information regarding our share repurchase transactions (excluding both commissions and estimated excise taxes) during the three months ended June 30, 2025:

 

 

 

Issuer Purchases of Equity Securities

 

Period

 

Total Number of
Shares Purchased

 

 

Weighted-Average
Price Paid per Share

 

 

Total Number of Shares
Purchased as Part of
Publicly Announced
Program

 

 

Approximate Dollar
Value of Shares that
May Yet Be Purchased
Under the Program (1)

 

April 1, 2025 — April 30, 2025

 

 

164,692

 

 

$

30.36

 

 

 

164,692

 

 

$

15,000,010

 

May 1, 2025 — May 31, 2025

 

 

 

 

 

 

 

 

 

 

$

15,000,010

 

June 1, 2025 — June 30, 2025

 

 

 

 

 

 

 

 

 

 

$

15,000,010

 

Total

 

 

164,692

 

 

$

30.36

 

 

 

164,692

 

 

 

 

(1) On December 2, 2024, we announced that our Board had authorized the repurchase of up to $30.0 million of our outstanding shares of common stock. The authorization was effective immediately and extends through December 31, 2026.

ITEM 5. OTHER INFORMATION.

During the three months ended June 30, 2025, none of the Company’s officers or directors adopted or terminated a “Rule 10b5-1 trading arrangement” or a “non-Rule 10b5-1 trading arrangement,” as such terms are defined in Item 408(a) of Regulation S-K.

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ITEM 6. EXHIBITS.

 

 

 

 

Incorporated by Reference

Exhibit

Number

 

Exhibit Description

 

Filed

Herewith

 

Form

 

File

Number

 

Exhibit

 

Filing Date

10.1

 

Amendment No. 6 to Credit Agreement dated as of May 19, 2025, by and among Regional Management Corp., as servicer, Regional Management Receivables IV, LLC, as borrower, the lenders parties thereto, and Wells Fargo Bank, as administrative agent

 

 

 

8-K

 

001-35477

 

10.1

 

05/21/2025

31.1

 

Rule 13a-14(a) / 15(d)-14(a) Certification of Principal Executive Officer

 

X

 

 

 

 

 

 

 

 

31.2

 

Rule 13a-14(a) / 15(d)-14(a) Certification of Principal Financial Officer

 

X

 

 

 

 

 

 

 

 

32.1

 

Section 1350 Certifications

 

X

 

 

 

 

 

 

 

 

101.INS

 

XBRL Instance Document—the instance document does not appear in the Interactive Data File because its XBRL tags are embedded within the Inline XBRL document

 

 

 

 

 

101.SCH

 

Inline XBRL Taxonomy Extension Schema With Embedded Linkbase Documents

 

 

 

 

 

104

 

Cover Page Interactive Data File—the cover page XBRL tags are embedded within the Inline XBRL document contained in Exhibit 101

 

 

 

 

 

 

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SIGNATURE

Pursuant to the requirements of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned thereunto duly authorized.

 

 

 

REGIONAL MANAGEMENT CORP.

 

Date: August 1, 2025

 

By:

 

/s/ Harpreet Rana

 

 

 

 

Harpreet Rana, Executive Vice President and
Chief Financial and Administrative Officer

 

 

 

 

(Principal Financial Officer and Duly Authorized Officer)

 

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