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Share Name | Share Symbol | Market | Type |
---|---|---|---|
A Mark Precious Metals Inc | NASDAQ:AMRK | NASDAQ | Common Stock |
Price Change | % Change | Share Price | Bid Price | Offer Price | High Price | Low Price | Open Price | Shares Traded | Last Trade | |
---|---|---|---|---|---|---|---|---|---|---|
-5.54 | -13.46% | 35.62 | 35.61 | 35.95 | 42.12 | 40.33 | 41.29 | 501,182 | 01:00:00 |
|
þ
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|
QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934
|
o
|
|
TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934
|
Delaware
(State of Incorporation)
|
|
11-2464169
(IRS Employer I.D. No.)
|
Title of each class
Common Stock, $0.01 par value
|
|
Name of each exchange on which registered
NASDAQ Global Select Market
|
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.
þ
No.
¨
|
|
|
|
Indicate by check mark whether the registrant has submitted electronically and posted on its corporate Web site, if any, every Interactive Data File required to be submitted and posted pursuant to Rule 405 of Regulation S-T (§232.405 of this chapter) during the preceding 12 months (or for such shorter period that the registrant was required to submit and post such files).
|
|
Yes.
þ
No.
¨
|
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.
þ
|
|
|
|
As of February 1, 2019, the registrant had 7,031,450 shares of common stock outstanding, par value $0.01 per share.
|
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Page
|
PART I
|
|
|
|
|
Item 1.
|
Condensed Consolidated Financial Statements
|
|
|
Item 2.
|
Management's Discussion and Analysis of Financial Condition and Results of Operations
|
|
|
Item 3.
|
Quantitative and Qualitative Disclosures About Market Risk
|
|
|
Item 4.
|
Controls and Procedures
|
|
|
|
|
|
PART II
|
|
|
|
|
Item 1.
|
Legal Proceedings
|
|
|
Item 1A.
|
Risk Factors
|
|
|
Item 2.
|
Unregistered Sales of Equity Securities and Use of Proceeds
|
|
|
Item 3.
|
Defaults upon Senior Securities
|
|
|
Item 4.
|
Mine Safety Disclosures
|
|
|
Item 5.
|
Other Information
|
|
|
Item 6.
|
Exhibits
|
|
Signatures
|
|
|
Index to the Condensed Consolidated Financial Statements
|
|
|
Page
|
|
|
|
December 31,
2018 |
|
June 30,
2018 |
||||
|
|
|
|
||||
ASSETS
|
|
|
|
||||
Current assets:
|
|
|
|
||||
Cash
(1)
|
$
|
11,830
|
|
|
$
|
6,291
|
|
Receivables, net
(1)
|
23,275
|
|
|
35,856
|
|
||
Derivative assets
|
1,601
|
|
|
7,395
|
|
||
Secured loans receivable
(1)
|
104,757
|
|
|
110,424
|
|
||
Precious metals held under financing arrangements
|
226,905
|
|
|
262,566
|
|
||
Inventories:
|
|
|
|
||||
Inventories
(1)
|
193,872
|
|
|
166,176
|
|
||
Restricted inventories
|
82,413
|
|
|
113,940
|
|
||
|
276,285
|
|
|
280,116
|
|
||
|
|
|
|
||||
Income taxes receivable
|
1,527
|
|
|
1,553
|
|
||
Prepaid expenses and other assets
(1)
|
1,754
|
|
|
2,782
|
|
||
Total current assets
|
647,934
|
|
|
706,983
|
|
||
|
|
|
|
||||
Plant, property and equipment, net
|
7,261
|
|
|
8,018
|
|
||
Goodwill
|
8,881
|
|
|
8,881
|
|
||
Intangibles, net
|
6,357
|
|
|
6,861
|
|
||
Long-term investments
|
10,447
|
|
|
8,388
|
|
||
Deferred tax assets - non-current
|
3,211
|
|
|
3,870
|
|
||
Total assets
|
$
|
684,091
|
|
|
$
|
743,001
|
|
LIABILITIES AND STOCKHOLDERS’ EQUITY
|
|
|
|
||||
Current liabilities:
|
|
|
|
||||
Lines of credit
|
$
|
139,000
|
|
|
$
|
200,000
|
|
Liability on borrowed metals
|
227,317
|
|
|
280,346
|
|
||
Product financing arrangements
|
82,413
|
|
|
113,940
|
|
||
Accounts payable
|
46,740
|
|
|
45,997
|
|
||
Derivative liabilities
(1)
|
25,304
|
|
|
20,457
|
|
||
Accrued liabilities
(1)
|
4,951
|
|
|
5,129
|
|
||
Total current liabilities
|
525,725
|
|
|
665,869
|
|
||
Debt obligation (related party)
|
—
|
|
|
7,226
|
|
||
Notes payable
(1)
|
86,569
|
|
|
—
|
|
||
Other long-term liabilities (related party)
|
—
|
|
|
798
|
|
||
Total liabilities
|
612,294
|
|
|
673,893
|
|
||
|
|
|
|
||||
Commitments and contingencies
|
|
|
|
||||
|
|
|
|
||||
Stockholders’ equity:
|
|
|
|
||||
Preferred stock, $0.01 par value, authorized 10,000,000 shares; issued and outstanding: none as of December 31, 2018 and June 30, 2018
|
—
|
|
|
—
|
|
||
Common stock, par value $0.01; 40,000,000 shares authorized; 7,031,450 shares issued and outstanding as of December 31, 2018 and June 30, 2018
|
71
|
|
|
71
|
|
||
Additional paid-in capital
|
25,909
|
|
|
24,717
|
|
||
Retained earnings
|
42,968
|
|
|
40,910
|
|
||
Total A-Mark Precious Metals, Inc. stockholders’ equity
|
68,948
|
|
|
65,698
|
|
||
Non-controlling interest
|
2,849
|
|
|
3,410
|
|
||
Total stockholders’ equity
|
71,797
|
|
|
69,108
|
|
||
Total liabilities, non-controlling interest and stockholders’ equity
|
$
|
684,091
|
|
|
$
|
743,001
|
|
|
|
|
|
||||
(1) Includes amounts of the consolidated variable interest entity, which is presented separately in the table below.
|
|
December 31,
2018 |
|
June 30,
2018 |
||||
|
|
|
|
||||
ASSETS OF THE CONSOLIDATED VIE
|
|
|
|
||||
Cash
|
$
|
5,264
|
|
|
$
|
—
|
|
Receivables, net
|
4
|
|
|
—
|
|
||
Secured loans receivable
|
55,715
|
|
|
—
|
|
||
Inventories
|
44,610
|
|
|
—
|
|
||
Prepaid expenses and other assets
|
39
|
|
|
—
|
|
||
Total assets of consolidated variable interest entities
|
$
|
105,632
|
|
|
$
|
—
|
|
LIABILITIES OF THE CONSOLIDATED VIE
|
|
|
|
||||
Deferred payment obligations
(1)
|
$
|
6,754
|
|
|
$
|
—
|
|
Accrued liabilities
|
238
|
|
|
—
|
|
||
Derivative liabilities
|
2,111
|
|
|
—
|
|
||
Notes payable
(2)
|
96,569
|
|
|
—
|
|
||
Total liabilities of consolidated variable interest entities
|
$
|
105,672
|
|
|
$
|
—
|
|
|
|
|
|
|
|||
(1) This is an intercompany balance, which is eliminated in consolidation and hence not shown on the condensed consolidated balance sheets.
|
|||||||
(2) $10.0 million of the Notes are held by A-Mark, which is eliminated in consolidation and hence not shown on the condensed consolidated balance sheets.
|
|||||||
|
|
|
|
Three Months Ended
|
|
Six Months Ended
|
|
||||||||||||
|
|
|
December 31, 2018
|
|
December 31, 2017
|
|
December 31, 2018
|
|
December 31, 2017
|
|
||||||||
Revenues
|
|
$
|
1,100,912
|
|
|
$
|
1,680,738
|
|
|
$
|
2,666,002
|
|
|
$
|
3,844,528
|
|
|
|
Cost of sales
|
|
1,092,595
|
|
|
1,671,822
|
|
|
2,649,210
|
|
|
3,828,306
|
|
|
|||||
Gross profit
|
|
8,317
|
|
|
8,916
|
|
|
16,792
|
|
|
16,222
|
|
|
|||||
|
|
|
|
|
|
|
|
|
|
|
||||||||
Selling, general and administrative expenses
|
|
(8,103
|
)
|
|
(9,349
|
)
|
|
(15,822
|
)
|
|
(16,325
|
)
|
|
|||||
Interest income
|
|
4,652
|
|
|
3,268
|
|
|
9,203
|
|
|
6,429
|
|
|
|||||
Interest expense
|
|
(4,656
|
)
|
|
(3,359
|
)
|
|
(8,208
|
)
|
|
(6,092
|
)
|
|
|||||
Other income
|
|
682
|
|
|
651
|
|
|
930
|
|
|
712
|
|
|
|||||
Unrealized gain (loss) on foreign exchange
|
|
52
|
|
|
139
|
|
|
(18
|
)
|
|
38
|
|
|
|||||
Net income before provision for income taxes
|
|
944
|
|
|
266
|
|
|
2,877
|
|
|
984
|
|
|
|||||
Income tax expense
|
|
(242
|
)
|
|
(324
|
)
|
|
(741
|
)
|
|
(598
|
)
|
|
|||||
Net income (loss)
|
|
702
|
|
|
(58
|
)
|
|
2,136
|
|
|
386
|
|
|
|||||
|
Net gain attributable to non-controlling interest
|
|
125
|
|
|
147
|
|
|
78
|
|
|
113
|
|
|
||||
Net income (loss) attributable to the Company
|
|
$
|
577
|
|
|
$
|
(205
|
)
|
|
$
|
2,058
|
|
|
$
|
273
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
||||||||
Basic and diluted net income (loss) per share attributable to A-Mark Precious Metals, Inc.:
|
|
|||||||||||||||||
Basic
|
|
$
|
0.08
|
|
|
$
|
(0.03
|
)
|
|
$
|
0.29
|
|
|
$
|
0.04
|
|
|
|
Diluted
|
|
$
|
0.08
|
|
|
$
|
(0.03
|
)
|
|
$
|
0.29
|
|
|
$
|
0.04
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|||||||||
Dividends per share
|
|
$
|
—
|
|
|
$
|
0.08
|
|
|
$
|
—
|
|
|
$
|
0.16
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|||||||||
Weighted average shares outstanding:
|
|
|
|
|
|
|
|
|
|
|||||||||
Basic
|
|
7,031,400
|
|
|
7,031,400
|
|
|
7,031,400
|
|
|
7,031,400
|
|
|
|||||
Diluted
|
|
7,085,600
|
|
|
7,031,400
|
|
|
7,088,700
|
|
|
7,113,000
|
|
|
|
|
Common Stock
(Shares)
|
|
Common Stock
|
|
Additional Paid-in Capital
|
|
Retained Earnings
|
|
Total
A-Mark Precious Metals, Inc.
Stockholders' Equity
|
|
Non-Controlling Interest
|
|
Total Stockholders’ Equity
|
|
|||||||||||||
Balance, June 30, 2018
|
|
7,031,450
|
|
|
$
|
71
|
|
|
$
|
24,717
|
|
|
$
|
40,910
|
|
|
$
|
65,698
|
|
|
$
|
3,410
|
|
|
$
|
69,108
|
|
|
Net income
|
|
—
|
|
|
—
|
|
|
—
|
|
|
2,058
|
|
|
2,058
|
|
|
78
|
|
|
2,136
|
|
|
||||||
Share-based compensation
|
|
—
|
|
|
—
|
|
|
553
|
|
|
—
|
|
|
553
|
|
|
—
|
|
|
553
|
|
|
||||||
Transactions with non-controlling interest
|
|
—
|
|
|
—
|
|
|
639
|
|
|
—
|
|
|
639
|
|
|
(639
|
)
|
|
—
|
|
|
||||||
Balance, December 31, 2018
|
|
7,031,450
|
|
|
$
|
71
|
|
|
$
|
25,909
|
|
|
$
|
42,968
|
|
|
$
|
68,948
|
|
|
$
|
2,849
|
|
|
$
|
71,797
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Six Months Ended December 31,
|
|
2018
|
|
2017
|
|
||||
Cash flows from operating activities:
|
|
|
|
|
|
||||
Net income
|
|
$
|
2,136
|
|
|
$
|
386
|
|
|
Adjustments to reconcile net income to net cash provided by (used in) operating activities:
|
|
|
|
|
|
||||
Provision for doubtful accounts
|
|
(30
|
)
|
|
—
|
|
|
||
Depreciation and amortization
|
|
1,398
|
|
|
1,312
|
|
|
||
Amortization of loan cost
|
|
542
|
|
|
595
|
|
|
||
Deferred income taxes
|
|
659
|
|
|
(211
|
)
|
|
||
Interest added to principal of secured loans
|
|
(10
|
)
|
|
(29
|
)
|
|
||
Change in accrued earn-out (non-cash)
|
|
(504
|
)
|
|
(529
|
)
|
|
||
Loss on debt extinguishment
|
|
7
|
|
|
—
|
|
|
||
Share-based compensation
|
|
553
|
|
|
738
|
|
|
||
Earnings from equity method investment
|
|
(559
|
)
|
|
(179
|
)
|
|
||
Changes in assets and liabilities:
|
|
|
|
|
|
||||
Receivables
|
|
12,611
|
|
|
923
|
|
|
||
Secured loans
|
|
(737
|
)
|
|
(289
|
)
|
|
||
Secured loans to Former Parent
|
|
(4,458
|
)
|
|
(1,502
|
)
|
|
||
Derivative assets
|
|
5,794
|
|
|
17,013
|
|
|
||
Income tax receivable
|
|
26
|
|
|
(663
|
)
|
|
||
Precious metals held under financing arrangements
|
|
35,661
|
|
|
—
|
|
|
||
Inventories
|
|
3,831
|
|
|
(38,035
|
)
|
|
||
Prepaid expenses and other assets
|
|
708
|
|
|
(714
|
)
|
|
||
Accounts payable
|
|
743
|
|
|
15,511
|
|
|
||
Derivative liabilities
|
|
4,847
|
|
|
(7,162
|
)
|
|
||
Liabilities on borrowed metals
|
|
(53,029
|
)
|
|
4,952
|
|
|
||
Accrued liabilities
|
|
(109
|
)
|
|
(2,376
|
)
|
|
||
Income taxes payable
|
|
—
|
|
|
(1,418
|
)
|
|
||
Net cash provided by (used in) operating activities
|
|
10,080
|
|
|
(11,677
|
)
|
|
||
Cash flows from investing activities:
|
|
|
|
|
|
||||
Capital expenditures for property and equipment
|
|
(138
|
)
|
|
(417
|
)
|
|
||
Purchase of long-term investments
|
|
(1,500
|
)
|
|
—
|
|
|
||
Secured loans, net
|
|
10,872
|
|
|
(3,913
|
)
|
|
||
Acquisition of subsidiary, net of cash
|
|
—
|
|
|
(9,548
|
)
|
|
||
Net cash provided by (used in) investing activities
|
|
9,234
|
|
|
(13,878
|
)
|
|
||
Cash flows from financing activities:
|
|
|
|
|
|
||||
Product financing arrangements, net
|
|
(31,527
|
)
|
|
(15,182
|
)
|
|
||
Dividends
|
|
—
|
|
|
(1,124
|
)
|
|
||
Borrowings and repayments under lines of credit, net
|
|
(61,000
|
)
|
|
34,000
|
|
|
||
Repayments on notes payable to related party
|
|
(7,500
|
)
|
|
(500
|
)
|
|
||
Proceeds from issuance of notes payable
|
|
90,000
|
|
|
7,500
|
|
|
||
Debt funding issuance costs
|
|
(3,748
|
)
|
|
(187
|
)
|
|
||
Net cash (used in) provided by financing activities
|
|
(13,775
|
)
|
|
24,507
|
|
|
||
|
|
|
|
|
|
||||
Net increase (decrease) in cash, cash equivalents, and restricted cash
|
|
5,539
|
|
|
(1,048
|
)
|
|
||
Cash, cash equivalents, and restricted cash, beginning of period
|
|
6,291
|
|
|
13,059
|
|
|
||
Cash, cash equivalents, and restricted cash
, end of period
|
|
$
|
11,830
|
|
|
$
|
12,011
|
|
|
Six Months Ended December 31,
|
|
2018
|
|
2017
|
|
||||
( - Continued from preceding page - )
|
|
|
|
|
|
||||
Supplemental disclosures of cash flow information:
|
|
|
|
|
|
||||
Cash paid during the period for:
|
|
|
|
|
|
||||
Interest
|
|
$
|
5,622
|
|
|
$
|
4,775
|
|
|
Income taxes
|
|
$
|
47
|
|
|
$
|
2,908
|
|
|
|
|
|
|
|
|
||||
Non-cash investing and financing activities:
|
|
|
|
|
|
||||
Interest added to principal of secured loans
|
|
$
|
10
|
|
|
$
|
29
|
|
|
Debt funding issuance costs
|
|
$
|
—
|
|
|
$
|
534
|
|
|
Investment transactions with non-controlling interest
|
|
$
|
639
|
|
|
$
|
—
|
|
|
in thousands, except for EPS
|
|
(Unaudited)
|
|
||||||||||||||
|
|
Three Months Ended
|
|
Six Months Ended
|
|
||||||||||||
|
|
December 31, 2018
|
|
December 31, 2017
|
|
December 31, 2018
|
|
December 31, 2017
|
|
||||||||
Pro-forma revenue
|
|
$
|
1,100,912
|
|
|
$
|
1,680,738
|
|
|
$
|
2,666,002
|
|
|
$
|
3,845,686
|
|
|
Pro-forma net income (loss)
|
|
$
|
577
|
|
|
$
|
(205
|
)
|
|
$
|
2,058
|
|
|
$
|
325
|
|
|
Pro-forma basic earnings (loss) per share
|
|
$
|
0.08
|
|
|
$
|
(0.03
|
)
|
|
$
|
0.29
|
|
|
$
|
0.05
|
|
|
Pro-forma dilutive earnings (loss) per share
|
|
$
|
0.08
|
|
|
$
|
(0.03
|
)
|
|
$
|
0.29
|
|
|
$
|
0.05
|
|
|
|
|
|
|
|
|
|
|
|
|
•
|
Traditional physical trade orders
—
The quantity, specific product, and price are determined on the trade date. Payment or sufficient credit is verified prior to delivery of the metals on the settlement date.
|
•
|
Consignment trade orders
—
The Company delivers the items requested by the customer prior to establishing a firm trade order with a price. Settlement occurs and revenue is recognized once the customer confirms its order (quantity, specific product and price) and remits full payment for the sale.
|
•
|
Provisional trade orders
—
The quantity and type of metal is established at the trade date, but the price is not set. The customer commits to purchasing the metals within a specified time period, usually within one year, at the then-current market price. The Company delivers the metal to the customer after receiving the customer’s deposit, which is typically based on 110% of the prevailing current spot price. The unpriced metal is subject to a margin call if the deposit falls below 105% of the value of the unpriced metal. The purchase price is established and revenue is recognized at the time the customer notifies the Company that it desires to purchase the metal.
|
•
|
Margin trade orders
—
The quantity, specific product and price are determined at trade date; however, the customer is allowed to finance the transaction through the Company and to defer delivery by committing to remit a partial payment (approximately 20%) of the total order price. With the remittance of the partial payment, the customer locks in the purchase price for a specified time period (usually up to two years from the trade date). Revenue on margin trade orders is recognized when the order is paid in full and delivered to the customer.
|
•
|
Borrowed precious metals trade orders for unallocated positions
—
Customers may purchase unallocated metal positions in the Company's inventory. The quantity and type of metal is established at the trade date, but the specific product is not yet determined
.
Revenue is not recognized until the customer selects the specific precious metal product it wishes to purchase, full payment is received, and the product is delivered to the customer.
|
•
|
Secured Loans
--
The Company uses the effective interest method to recognize interest income on its secured loans transactions. The Company maintains a security interest in the precious metals and records interest income over the terms of the secured loan receivable. Recognition of interest income is suspended and the loan is placed on non-accrual status when management determines that collection of future interest income is not probable. The interest income accrual is resumed, and previously suspended interest income is recognized, when the loan becomes contractually current and/or collection doubts are resolved. Cash receipts on impaired loans are recorded first against the principal and then to any unrecognized interest income (see
Note 5
.)
|
•
|
Margin accounts
--
The Company earns a fee (interest income) under financing arrangements related to margin trade orders over the period during which customers have opted to defer making full payment on the purchase of metals.
|
•
|
Repurchase agreements
--
Repurchase agreements represent a form of secured financing whereby the Company sets aside specific metals for a customer and charges a fee on the outstanding value of these metals. The customer is granted the option (but not the obligation) to repurchase these metals at any time during the open reacquisition period. This fee is earned over the duration of the open reacquisition period and is classified as interest income.
|
•
|
Spot deferred trade orders
--
Spot deferred trade orders are a special type of forward delivery trade that enable customers to purchase or sell certain precious metals from/to the Company at an agreed upon price but, are allowed to delay remitting or taking delivery up to a maximum of two years from the date of trade. Even though the contract allows for physical delivery, it rarely occurs for this type of trade. As a result, revenue is not recorded from these transactions, because no product is delivered to the customer. Spot deferred trades are considered a type of financing transaction, where the Company earns a fee (interest income) under spot deferred arrangements over the period in which the trade is open.
|
•
|
Borrowings
--
The Company incurs interest expense from its lines of credit, its debt obligations and notes payable using the effective interest method (see
Note 14
.) Additionally, the Company amortizes capitalized loan costs to interest expense over the period of the loan agreement.
|
•
|
Loan servicing fees
--
When the Company purchases loan portfolios, the Company may have the seller service the loans that were purchased. The Company incurs a fee based on total interest charged to borrowers over the period the loans are outstanding. The servicing fee incurred by the Company is charged to interest expense.
|
•
|
Product financing arrangements
--
The Company incurs financing fees (classified as interest expense) from its product financing arrangements (also referred to as reverse-repurchase arrangements) with third party finance companies for the transfer and subsequent option to reacquire its precious metal inventory at a later date. These arrangements are accounted for as secured borrowings. During the term of this type of agreement, the third party charges a monthly fee as a percentage of the market value of the designated inventory, which the Company intends to reacquire in the future. No revenue is generated from these trades. The Company enters this type of transaction for additional liquidity.
|
•
|
Borrowed metals fees --
The Company may incur financing costs from its liabilities on borrowed metal arrangements. The Company borrows precious metals (usually in the form of pool metals) from its suppliers and customers under short-term arrangements using other precious metals as collateral. Typically, during the term of these arrangements, the third party charges a monthly fee as a percentage of the market value of the collateral (determined at the spot price) plus certain processing and other fees. The Company enters this type of transaction as an additional source of liquidity, and usually monetizes the metals received under such arrangements. Repayment is usually required in the same form as the metals advanced, or in cash.
|
in thousands
|
|
|
|
||
|
|
Contingent
|
|
||
Liabilities at fair value, based on Level 3 inputs:
|
|
Consideration
|
|
||
Balance at June 30, 2018
|
|
$
|
588
|
|
|
Revaluation adjustment
|
|
(504
|
)
|
|
|
Amount paid to SilverTowne, since the fiscal year end
|
|
—
|
|
|
|
Balance at December 31, 2018
|
|
$
|
84
|
|
|
|
|
|
|
•
|
Level 1 - inputs to the valuation methodology are quoted prices (unadjusted) for identical assets or liabilities in active markets.
|
•
|
Level 2 - inputs to the valuation methodology include quoted prices for similar assets and liabilities in active markets, and inputs that are observable for the asset or liability, either directly or indirectly, for substantially the full term of the financial instrument.
|
•
|
Level 3 - inputs to the valuation methodology are unobservable and significant to the fair value measurement.
|
|
|
December 31, 2018
|
||||||||||||||
|
|
Quoted Price in
|
|
|
|
|
|
|
||||||||
|
|
Active Markets
|
|
Significant Other
|
|
Significant
|
|
|
||||||||
|
|
for Identical
|
|
Observable
|
|
Unobservable
|
|
|
||||||||
|
|
Instruments
|
|
Inputs
|
|
Inputs
|
|
|
||||||||
in thousands
|
|
(Level 1)
|
|
(Level 2)
|
|
(Level 3)
|
|
Total
|
||||||||
Assets:
|
|
|
|
|
|
|
|
|
||||||||
Inventory
(1)
|
|
$
|
276,238
|
|
|
$
|
—
|
|
|
$
|
—
|
|
|
$
|
276,238
|
|
Precious metals held under financing arrangements
|
|
226,905
|
|
|
—
|
|
|
—
|
|
|
226,905
|
|
||||
Derivative assets — open sale and purchase commitments, net
|
|
1,401
|
|
|
—
|
|
|
—
|
|
|
1,401
|
|
||||
Derivative assets — option contracts
|
|
174
|
|
|
—
|
|
|
—
|
|
|
174
|
|
||||
Derivative assets — forward contracts
|
|
26
|
|
|
—
|
|
|
—
|
|
|
26
|
|
||||
Total assets, valued at fair value
|
|
$
|
504,744
|
|
|
$
|
—
|
|
|
$
|
—
|
|
|
$
|
504,744
|
|
|
|
|
|
|
|
|
|
|
||||||||
Liabilities:
|
|
|
|
|
|
|
|
|
||||||||
Liability on borrowed metals
|
|
$
|
227,317
|
|
|
$
|
—
|
|
|
$
|
—
|
|
|
$
|
227,317
|
|
Product financing arrangements
|
|
82,413
|
|
|
—
|
|
|
—
|
|
|
82,413
|
|
||||
Derivative liabilities — liability on margin accounts
|
|
2,718
|
|
|
—
|
|
|
—
|
|
|
2,718
|
|
||||
Derivative liabilities — open sale and purchase commitments, net
|
|
6,112
|
|
|
—
|
|
|
—
|
|
|
6,112
|
|
||||
Derivative liabilities — future contracts
|
|
3,230
|
|
|
—
|
|
|
—
|
|
|
3,230
|
|
||||
Derivative liabilities — forward contracts
|
|
13,244
|
|
|
—
|
|
|
—
|
|
|
13,244
|
|
||||
Contingent earn-out liability
|
|
$
|
—
|
|
|
$
|
—
|
|
|
$
|
84
|
|
|
$
|
84
|
|
Total liabilities, valued at fair value
|
|
$
|
335,034
|
|
|
$
|
—
|
|
|
$
|
84
|
|
|
$
|
335,118
|
|
|
|
June 30, 2018
|
||||||||||||||
|
|
Quoted Price in
|
|
|
|
|
|
|
||||||||
|
|
Active Markets
|
|
Significant Other
|
|
Significant
|
|
|
||||||||
|
|
for Identical
|
|
Observable
|
|
Unobservable
|
|
|
||||||||
|
|
Instruments
|
|
Inputs
|
|
Inputs
|
|
|
||||||||
in thousands
|
|
(Level 1)
|
|
(Level 2)
|
|
(Level 3)
|
|
Total
|
||||||||
Assets:
|
|
|
|
|
|
|
|
|
||||||||
Inventory
(1)
|
|
$
|
280,017
|
|
|
$
|
—
|
|
|
$
|
—
|
|
|
$
|
280,017
|
|
Precious metals held under financing arrangements
|
|
262,566
|
|
|
—
|
|
|
—
|
|
|
262,566
|
|
||||
Derivative assets — open sale and purchase commitments, net
|
|
2,274
|
|
|
—
|
|
|
—
|
|
|
2,274
|
|
||||
Derivative assets — option contracts
|
|
390
|
|
|
—
|
|
|
—
|
|
|
390
|
|
||||
Derivative assets — futures contracts
|
|
238
|
|
|
—
|
|
|
—
|
|
|
238
|
|
||||
Derivative assets — forward contracts
|
|
4,493
|
|
|
—
|
|
|
—
|
|
|
4,493
|
|
||||
Total assets, valued at fair value
|
|
$
|
549,978
|
|
|
$
|
—
|
|
|
$
|
—
|
|
|
$
|
549,978
|
|
Liabilities:
|
|
|
|
|
|
|
|
|
||||||||
Liability on borrowed metals
|
|
$
|
280,346
|
|
|
$
|
—
|
|
|
$
|
—
|
|
|
$
|
280,346
|
|
Product financing arrangements
|
|
113,940
|
|
|
—
|
|
|
—
|
|
|
113,940
|
|
||||
Derivative liabilities — price protection programs
|
|
—
|
|
|
—
|
|
|
168
|
|
|
168
|
|
||||
Derivative liabilities — liability on margin accounts
|
|
3,804
|
|
|
—
|
|
|
—
|
|
|
3,804
|
|
||||
Derivative liabilities — open sale and purchase commitments, net
|
|
16,485
|
|
|
—
|
|
|
—
|
|
|
16,485
|
|
||||
Contingent earn-out liability
|
|
—
|
|
|
—
|
|
|
588
|
|
|
588
|
|
||||
Total liabilities, valued at fair value
|
|
$
|
414,575
|
|
|
$
|
—
|
|
|
$
|
756
|
|
|
$
|
415,331
|
|
4
.
|
RECEIVABLES
|
in thousands
|
|
|
|
|
|
||||
|
|
December 31, 2018
|
|
June 30, 2018
|
|
||||
|
|
|
|
|
|
||||
Customer trade receivables
|
|
$
|
7,131
|
|
|
$
|
22,813
|
|
|
Wholesale trade advances
|
|
13,101
|
|
|
10,722
|
|
|
||
Due from brokers
|
|
3,043
|
|
|
2,351
|
|
|
||
Subtotal
|
|
23,275
|
|
|
35,886
|
|
|
||
Less: allowance for doubtful accounts
|
|
—
|
|
|
(30
|
)
|
|
||
Receivables, net
|
|
$
|
23,275
|
|
|
$
|
35,856
|
|
|
|
|
|
|
|
|
in thousands
|
|
|
|
|
|
|
|
|
|
||||||||
Period ended:
|
|
Beginning Balance
|
|
Provision
|
|
Charge-off
|
|
Ending Balance
|
|
||||||||
Six Months Ended December 31, 2018
|
|
$
|
30
|
|
|
$
|
(30
|
)
|
|
$
|
—
|
|
|
$
|
—
|
|
|
Year Ended June 30, 2018
|
|
$
|
30
|
|
|
$
|
—
|
|
|
$
|
—
|
|
|
$
|
30
|
|
|
5.
|
SECURED LOANS RECEIVABLE
|
in thousands
|
|
|
|
|
|
||||
|
|
December 31, 2018
|
|
June 30, 2018
|
|
||||
|
|
|
|
|
|
||||
Secured loans originated
|
|
$
|
33,854
|
|
|
$
|
23,300
|
|
|
Secured loans originated - with a related party
|
|
16,981
|
|
|
12,523
|
|
|
||
|
|
50,835
|
|
|
35,823
|
|
|
||
Secured loans acquired
|
|
53,922
|
|
(1)
|
74,601
|
|
(2)
|
||
Secured loans
|
|
$
|
104,757
|
|
|
$
|
110,424
|
|
|
in thousands
|
|
|
|
|
|
|
|
|
|
||||||
|
|
December 31, 2018
|
|
June 30, 2018
|
|
||||||||||
Bullion
|
|
$
|
69,313
|
|
|
66.2
|
%
|
|
$
|
72,128
|
|
|
65.3
|
%
|
|
Numismatic and semi-numismatic
|
|
35,444
|
|
|
33.8
|
|
|
38,296
|
|
|
34.7
|
|
|
||
|
|
$
|
104,757
|
|
|
100.0
|
%
|
|
$
|
110,424
|
|
|
100.0
|
%
|
|
in thousands
|
|
|
|
|
|
|
|
|
||||||
|
|
December 31, 2018
|
|
June 30, 2018
|
||||||||||
Loan-to-value of 75% or more
|
|
$
|
55,446
|
|
|
52.9
|
%
|
|
$
|
69,629
|
|
|
63.1
|
%
|
Loan-to-value of less than 75%
|
|
49,311
|
|
|
47.1
|
|
|
40,795
|
|
|
36.9
|
|
||
Secured loans collateralized by precious metal products
|
|
$
|
104,757
|
|
|
100.0
|
%
|
|
$
|
110,424
|
|
|
100.0
|
%
|
6
.
|
INVENTORIES
|
in thousands
|
|
|
|
|
||||
|
|
December 31, 2018
|
|
June 30, 2018
|
||||
Inventory held for sale
|
|
$
|
65,844
|
|
|
$
|
32,605
|
|
Repurchase arrangements with customers
|
|
98,187
|
|
|
104,907
|
|
||
Consignment arrangements with customers
|
|
6,196
|
|
|
10,785
|
|
||
Commemorative coins, held at lower of cost or market
|
|
47
|
|
|
99
|
|
||
Borrowed precious metals
|
|
23,598
|
|
|
17,780
|
|
||
Product financing arrangements, restricted
|
|
82,413
|
|
|
113,940
|
|
||
|
|
$
|
276,285
|
|
|
$
|
280,116
|
|
in thousands
|
|
|
|
|
|
||||||
|
|
December 31, 2018
|
|
June 30, 2018
|
|
||||||
Office furniture, and fixtures
|
|
$
|
2,056
|
|
|
$
|
2,056
|
|
|
||
Computer equipment
|
|
757
|
|
|
757
|
|
|
||||
Computer software
|
|
3,475
|
|
|
3,471
|
|
|
||||
Plant equipment
|
|
2,821
|
|
|
2,701
|
|
|
||||
Building
|
|
319
|
|
|
315
|
|
|
||||
Leasehold improvements
|
|
2,804
|
|
|
2,796
|
|
|
||||
Total depreciable assets
|
|
12,232
|
|
|
12,096
|
|
|
||||
Less: accumulated depreciation
|
|
(6,490
|
)
|
|
(5,597
|
)
|
|
||||
Property and equipment not placed in service
|
|
1,483
|
|
|
1,483
|
|
|
||||
Land
|
|
36
|
|
|
36
|
|
|
||||
Plant, property and equipment, net
|
|
$
|
7,261
|
|
|
$
|
8,018
|
|
|
Fiscal Year Ending June 30,
|
|
Amount
|
||
2019 (6 months remaining)
|
|
$
|
507
|
|
2020
|
|
1,011
|
|
|
2021
|
|
599
|
|
|
2022
|
|
571
|
|
|
2023
|
|
128
|
|
|
Thereafter
|
|
378
|
|
|
Total
|
|
$
|
3,194
|
|
9
.
|
LONG-TERM INVESTMENTS
|
in thousands
|
|
|
|
|
|
||||
|
|
December 31, 2018
|
|
June 30, 2018
|
|
||||
Equity method investment
|
|
$
|
8,447
|
|
|
$
|
7,888
|
|
|
Cost method investment
|
|
2,000
|
|
|
500
|
|
|
||
|
|
$
|
10,447
|
|
|
$
|
8,388
|
|
|
10
.
|
ACCOUNTS PAYABLE
|
in thousands
|
|
|
|
|
|
||||
|
|
December 31, 2018
|
|
June 30, 2018
|
|
||||
Trade payables to customers
|
|
$
|
498
|
|
|
$
|
175
|
|
|
Advances from customers
|
|
41,051
|
|
|
42,615
|
|
|
||
Deferred revenue
|
|
2,863
|
|
|
2,107
|
|
|
||
Other accounts payable
|
|
2,328
|
|
|
1,100
|
|
|
||
|
|
$
|
46,740
|
|
|
$
|
45,997
|
|
|
11
.
|
DERIVATIVE INSTRUMENTS AND HEDGING TRANSACTIONS
|
|
|
December 31, 2018
|
|
June 30, 2018
|
||||||||||||||||||||||||||||
|
|
|
|
|
||||||||||||||||||||||||||||
in thousands
|
|
Gross Derivative
|
|
Amounts Netted
|
|
Cash Collateral Pledge
|
|
Net Derivative
|
|
Gross Derivative
|
|
Amounts Netted
|
|
Cash Collateral Pledge
|
|
Net Derivative
|
||||||||||||||||
Nettable derivative assets:
|
||||||||||||||||||||||||||||||||
Open sale and purchase commitments
|
|
$
|
4,522
|
|
|
$
|
(3,121
|
)
|
|
$
|
—
|
|
|
$
|
1,401
|
|
|
$
|
2,602
|
|
|
$
|
(328
|
)
|
|
$
|
—
|
|
|
$
|
2,274
|
|
Option contracts
|
|
174
|
|
|
—
|
|
|
—
|
|
|
174
|
|
|
390
|
|
|
—
|
|
|
—
|
|
|
390
|
|
||||||||
Future contracts
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
238
|
|
|
—
|
|
|
—
|
|
|
238
|
|
||||||||
Forward contracts
|
|
26
|
|
|
—
|
|
|
—
|
|
|
26
|
|
|
4,577
|
|
|
(84
|
)
|
|
—
|
|
|
4,493
|
|
||||||||
|
|
$
|
4,722
|
|
|
$
|
(3,121
|
)
|
|
$
|
—
|
|
|
$
|
1,601
|
|
|
$
|
7,807
|
|
|
$
|
(412
|
)
|
|
$
|
—
|
|
|
$
|
7,395
|
|
Nettable derivative liabilities:
|
||||||||||||||||||||||||||||||||
Open sale and purchase commitments
|
|
$
|
10,261
|
|
|
$
|
(4,149
|
)
|
|
$
|
—
|
|
|
$
|
6,112
|
|
|
$
|
17,132
|
|
|
$
|
(647
|
)
|
|
$
|
—
|
|
|
$
|
16,485
|
|
Margin accounts
|
|
6,932
|
|
|
—
|
|
|
(4,214
|
)
|
|
2,718
|
|
|
5,988
|
|
|
—
|
|
|
(2,184
|
)
|
|
3,804
|
|
||||||||
Liability of price protection programs
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
168
|
|
|
—
|
|
|
—
|
|
|
168
|
|
||||||||
Future contracts
|
|
3,230
|
|
|
—
|
|
|
—
|
|
|
3,230
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
||||||||
Forward contracts
|
|
13,298
|
|
|
(54
|
)
|
|
—
|
|
|
13,244
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
||||||||
|
|
$
|
33,721
|
|
|
$
|
(4,203
|
)
|
|
$
|
(4,214
|
)
|
|
$
|
25,304
|
|
|
$
|
23,288
|
|
|
$
|
(647
|
)
|
|
$
|
(2,184
|
)
|
|
$
|
20,457
|
|
in thousands
|
|
|
|
|
|
||||
|
|
December 31, 2018
|
|
June 30, 2018
|
|
||||
Inventory
|
|
$
|
276,285
|
|
|
$
|
280,116
|
|
|
Precious metals held under financing arrangements
|
|
226,905
|
|
|
262,566
|
|
|
||
|
|
503,190
|
|
|
542,682
|
|
|
||
|
|
|
|
|
|
||||
Less unhedgeable inventory:
|
|
|
|
|
|
||||
Commemorative coin inventory, held at lower of cost or market
|
|
(47
|
)
|
|
(99
|
)
|
|
||
Premium on metals position
|
|
(4,026
|
)
|
|
(3,530
|
)
|
|
||
Precious metal value not hedged
|
|
(4,073
|
)
|
|
(3,629
|
)
|
|
||
|
|
|
|
|
|
||||
|
|
499,117
|
|
|
539,053
|
|
|
||
|
|
|
|
|
|
||||
Commitments at market:
|
|
|
|
|
|
|
|
||
Open inventory purchase commitments
|
|
261,829
|
|
|
342,287
|
|
|
||
Open inventory sales commitments
|
|
(180,204
|
)
|
|
(138,022
|
)
|
|
||
Margin sale commitments
|
|
(6,932
|
)
|
|
(5,988
|
)
|
|
||
In-transit inventory no longer subject to market risk
|
|
(1,340
|
)
|
|
(1,060
|
)
|
|
||
Unhedgeable premiums on open commitment positions
|
|
3,442
|
|
|
541
|
|
|
||
Borrowed precious metals
|
|
(227,317
|
)
|
|
(280,346
|
)
|
|
||
Product financing arrangements
|
|
(82,413
|
)
|
|
(113,940
|
)
|
|
||
Advances on industrial metals
|
|
852
|
|
|
6,044
|
|
|
||
|
|
(232,083
|
)
|
|
(190,484
|
)
|
|
||
|
|
|
|
|
|
||||
Precious metal subject to price risk
|
|
267,034
|
|
|
348,569
|
|
|
||
|
|
|
|
|
|
||||
Precious metal subject to derivative financial instruments:
|
|
|
|
|
|
||||
Precious metals forward contracts at market values
|
|
201,252
|
|
|
274,994
|
|
|
||
Precious metals futures contracts at market values
|
|
64,508
|
|
|
72,421
|
|
|
||
Total market value of derivative financial instruments
|
|
265,760
|
|
|
347,415
|
|
|
||
|
|
|
|
|
|
||||
Net precious metals subject to commodity price risk
|
|
$
|
1,274
|
|
|
$
|
1,154
|
|
|
in thousands
|
|
|
|
|
|
||||
|
|
December 31, 2018
|
|
June 30, 2018
|
|
||||
Purchase commitments
|
|
$
|
261,829
|
|
|
$
|
342,287
|
|
|
Sales commitments
|
|
$
|
(180,204
|
)
|
|
$
|
(138,022
|
)
|
|
Margin sales commitments
|
|
$
|
(6,932
|
)
|
|
$
|
(5,988
|
)
|
|
Open forward contracts
|
|
$
|
201,252
|
|
|
$
|
274,994
|
|
|
Open futures contracts
|
|
$
|
64,508
|
|
|
$
|
72,421
|
|
|
in thousands
|
|
December 31, 2018
|
|
June 30, 2018
|
||||
Foreign exchange forward contracts
|
|
$
|
3,128
|
|
|
$
|
4,130
|
|
Open sale and purchase commitment transactions, net
|
|
$
|
3,847
|
|
|
$
|
3,026
|
|
|
|
|
|
|
in thousands
|
|
Three Months Ended
|
|
Six Months Ended
|
|
||||||||||||
|
|
December 31, 2018
|
|
December 31, 2017
|
|
December 31, 2018
|
|
December 31, 2017
|
|
||||||||
U.S.
|
|
$
|
934
|
|
|
$
|
266
|
|
|
$
|
2,859
|
|
|
$
|
950
|
|
|
Foreign
|
|
10
|
|
|
—
|
|
|
18
|
|
|
34
|
|
|
||||
Net income before provision for income taxes
|
|
$
|
944
|
|
|
$
|
266
|
|
|
$
|
2,877
|
|
|
$
|
984
|
|
|
|
|
|
|
|
|
|
|
|
|
in thousands
|
|
|
|
|
|
|
|
|
|
||||||||
|
|
Three Months Ended
|
|
Six Months Ended
|
|
||||||||||||
|
|
December 31, 2018
|
|
December 31, 2017
|
|
December 31, 2018
|
|
December 31, 2017
|
|
||||||||
Federal
|
|
$
|
202
|
|
|
$
|
314
|
|
|
$
|
621
|
|
|
$
|
566
|
|
|
State and local
|
|
38
|
|
|
10
|
|
|
116
|
|
|
31
|
|
|
||||
Foreign
|
|
2
|
|
|
—
|
|
|
4
|
|
|
1
|
|
|
||||
Provision for income taxes
|
|
$
|
242
|
|
|
$
|
324
|
|
|
$
|
741
|
|
|
$
|
598
|
|
|
|
|
|
|
|
|
|
|
|
|
in thousands
|
|
|
|
|
|
|
|
|
|
||||
|
|
Three Months Ended
|
|
Six Months Ended
|
|
||||||||
|
|
December 31, 2018
|
|
December 31, 2017
|
|
December 31, 2018
|
|
December 31, 2017
|
|
||||
Effective tax rate
|
|
25.6
|
%
|
|
121.8
|
%
|
|
25.8
|
%
|
|
60.8
|
%
|
|
|
|
|
|
|
|
|
|
|
|
in thousands
|
|
|
|
|
|
|
|
|
|
||||||||||||||||||||||||
|
|
Three Months Ended
|
|
Six Months Ended
|
|
||||||||||||||||||||||||||||
|
|
December 31, 2018
|
|
December 31, 2017
|
December 31, 2018
|
|
December 31, 2017
|
||||||||||||||||||||||||||
|
|
Sales
|
|
Purchases
|
|
Sales
|
|
Purchases
|
|
Sales
|
|
Purchases
|
|
Sales
|
|
Purchases
|
|
||||||||||||||||
Former Parent/Stack's Bowers
|
|
$
|
1,613
|
|
|
$
|
1,187
|
|
|
$
|
8,065
|
|
|
$
|
1,152
|
|
|
$
|
19,088
|
|
|
$
|
17,959
|
|
|
$
|
12,497
|
|
|
$
|
3,541
|
|
|
Equity method investee
|
|
97,531
|
|
|
1,787
|
|
|
112,316
|
|
|
670
|
|
|
198,095
|
|
|
4,149
|
|
|
194,287
|
|
|
1,028
|
|
|
||||||||
SilverTowne
|
|
4,543
|
|
|
876
|
|
|
4,133
|
|
|
6,280
|
|
|
8,681
|
|
|
1,337
|
|
|
7,283
|
|
|
6,379
|
|
|
||||||||
|
|
$
|
103,687
|
|
|
$
|
3,850
|
|
|
$
|
124,514
|
|
|
$
|
8,102
|
|
|
$
|
225,864
|
|
|
$
|
23,445
|
|
|
$
|
214,067
|
|
|
$
|
10,948
|
|
|
in thousands
|
|
|
|
|
|
||||||||||||
|
|
Three Months Ended
|
|
Six Months Ended
|
|
||||||||||||
|
|
December 31, 2018
|
|
December 31, 2017
|
|
December 31, 2018
|
|
December 31, 2017
|
|
||||||||
Interest income from secured loans receivables
|
|
$
|
275
|
|
|
$
|
51
|
|
|
$
|
489
|
|
|
$
|
53
|
|
|
Interest income from finance products and repurchase arrangements
|
|
1,539
|
|
|
576
|
|
|
3,262
|
|
|
1,120
|
|
|
||||
|
|
$
|
1,814
|
|
|
$
|
627
|
|
|
$
|
3,751
|
|
|
$
|
1,173
|
|
|
|
|
|
|
|
|
|
|
|
|
14
.
|
FINANCING AGREEMENTS
|
Goldline Lenders
|
|
Position/Relationship
|
|
Amount of Company Indebtedness Acquired
(1)
|
|
||
|
|
|
|
|
|
||
Gregory N. Roberts
|
|
Chief Executive Officer, Director and principal stockholder
|
(2)
|
$
|
587,500
|
|
(2)
|
William A. Richardson
|
|
Principal stockholder
|
(3)
|
587,500
|
|
(3)
|
|
Jeffrey D. Benjamin
|
|
Chairman of the Board and Director
|
|
1,000,000
|
|
|
|
Ellis Landau
|
|
Director
|
|
375,000
|
|
|
|
William Montgomery
|
|
Director
|
|
1,500,000
|
|
|
|
Jess Ravich
|
|
Director
|
|
500,000
|
|
(4)
|
|
|
|
|
|
4,550,000
|
|
|
|
7 other persons
|
|
Non-affiliated members
|
|
2,950,000
|
|
|
|
|
|
|
|
$
|
7,500,000
|
|
|
|
|
|
|
|
|
_________________________________
|
|||
|
|
|
|
(1)
|
|
The amount shown was expected to remain outstanding throughout the term of the Goldline Credit Facility, with repayment due in August 2020. However, in December 2018, the Company prepaid the principal, accrued interest and a 2% premium to the lenders.
|
|
|
|
|
|
(2)
|
|
Silver Bow Ventures LLC (“Silver Bow”) is the Lender. Mr. Roberts holds 50% of the ownership interests in and controls Silver Bow. Accordingly, the amount of indebtedness shown, and the interest amounts potentially payable on such indebtedness shown, represent 50% of the aggregate amounts of indebtedness held by and potential interest payable to Silver Bow.
|
|
|
|
|
|
(3)
|
|
Silver Bow is the Lender. Mr. Richardson holds 50% of the ownership interests in and controls Silver Bow. Accordingly, the amount of indebtedness shown, and the interest amounts potentially payable on such indebtedness shown, represent 50% of the aggregate amounts of indebtedness held by and potential interest payable to Silver Bow.
|
|
|
|
|
|
(4)
|
|
Libra Securities Holdings, LLC is the Lender. Mr. Ravich and a trust for his family members holds 100% of the ownership interests and controls Libra Securities Holdings, LLC.
|
|
16
.
|
STOCKHOLDERS’ EQUITY
|
|
|
Options
|
|
Weighted Average Exercise Price Per Share
|
|
Aggregate Intrinsic Value
(in thousands)
|
|
Weighted Average Grant Date Fair Value Per Award
|
|||||||||
Outstanding at June 30, 2018
|
|
842,515
|
|
|
$
|
17.59
|
|
|
$
|
821
|
|
|
$
|
5.99
|
|
||
Granted
|
|
105,050
|
|
|
$
|
13.50
|
|
|
|
|
|
||||||
Cancellations, expirations and forfeitures
|
|
(400
|
)
|
|
$
|
16.52
|
|
|
|
|
|
||||||
Outstanding at December 31, 2018
|
|
947,165
|
|
|
$
|
17.13
|
|
|
$
|
527
|
|
|
$
|
5.89
|
|
||
|
|
|
|
|
|
|
|
|
|||||||||
Exercisable at December 31, 2018
|
|
564,114
|
|
|
$
|
16.37
|
|
|
$
|
527
|
|
|
$
|
6.10
|
|
||
|
|
|
|
|
Options Outstanding
|
|
Options Exercisable
|
||||||||||||||||||
Exercise Price Ranges
|
|
Number of Shares Outstanding
|
|
Weighted Average Remaining Contractual Life (Years)
|
|
Weighted Average Exercise Price
|
|
Number of Shares Exercisable
|
|
Weighted Average Remaining Contractual Life (Years)
|
|
Weighted Average Exercise Price
|
||||||||||||
From
|
|
To
|
|
|
|
|
|
|
||||||||||||||||
$
|
—
|
|
|
$
|
10.00
|
|
|
134,239
|
|
|
3.85
|
|
$
|
8.39
|
|
|
134,239
|
|
|
3.85
|
|
$
|
8.39
|
|
$
|
10.01
|
|
|
$
|
15.00
|
|
|
243,938
|
|
|
7.22
|
|
$
|
12.78
|
|
|
98,888
|
|
|
3.78
|
|
$
|
11.94
|
|
$
|
15.01
|
|
|
$
|
25.00
|
|
|
468,988
|
|
|
7.64
|
|
$
|
20.12
|
|
|
280,987
|
|
|
7.57
|
|
$
|
20.13
|
|
$
|
25.01
|
|
|
$
|
60.00
|
|
|
100,000
|
|
|
7.14
|
|
$
|
25.50
|
|
|
50,000
|
|
|
7.14
|
|
$
|
25.50
|
|
|
|
|
|
947,165
|
|
|
6.94
|
|
$
|
17.13
|
|
|
564,114
|
|
|
5.98
|
|
$
|
16.37
|
|
in thousands
|
|
|
|
|
|
|
|
|
||||||
|
|
December 31, 2018
|
|
June 30, 2018
|
||||||||||
|
|
|
|
|
||||||||||
|
|
Amount
|
|
Percent
|
|
Amount
|
|
Percent
|
||||||
Total accounts receivable, net
|
|
$
|
23,275
|
|
|
100.0
|
%
|
|
$
|
35,856
|
|
|
100.0
|
%
|
Customer concentrations
|
|
|
|
|
|
|
|
|
||||||
Customer A
|
|
$
|
3,558
|
|
|
15.2
|
%
|
|
$
|
14,967
|
|
|
41.7
|
%
|
Customer B
|
|
5,179
|
|
|
22.3
|
|
|
7,468
|
|
|
20.8
|
|
||
|
|
$
|
8,737
|
|
|
37.5
|
%
|
|
$
|
22,435
|
|
|
62.5
|
%
|
18
.
|
SEGMENTS AND GEOGRAPHIC INFORMATION
|
in thousands
|
|
|
|
|
|
||||||||||||
|
|
Three Months Ended
|
|
Six Months Ended
|
|
||||||||||||
|
|
December 31, 2018
|
|
December 31, 2017
|
|
December 31, 2018
|
|
December 31, 2017
|
|
||||||||
Revenue by segment
(1)
|
|
|
|
|
|
|
|
|
|
||||||||
Wholesale Trading & Ancillary Services
(2)
|
|
$
|
1,088,188
|
|
|
$
|
1,651,442
|
|
|
$
|
2,642,501
|
|
|
$
|
3,804,862
|
|
|
Direct Sales
|
|
12,724
|
|
(a)
|
29,296
|
|
(b)
|
23,501
|
|
(c)
|
39,666
|
|
(d)
|
||||
Total revenue
|
|
$
|
1,100,912
|
|
|
$
|
1,680,738
|
|
|
$
|
2,666,002
|
|
|
$
|
3,844,528
|
|
|
|
|
|
|
|
|
|
|
|
|
||||||||
_________________________________
|
|
|
|
|
|
|
|
|
|
||||||||
(1) Intercompany purchases from and sales to the Direct Sales segment are transacted at Wholesale Trading & Ancillary Services segment's prices, which is consistent with arms-length transactions with third-parties.
|
|
||||||||||||||||
|
|
||||||||||||||||
(2) The elimination of intercompany sales are reflected in the Wholesale Trading & Ancillary Services segment.
|
|
||||||||||||||||
(a) Includes $0.1 million of intercompany sales from the Direct Sales segment to the Wholesale Trading & Ancillary Services segment.
|
|
||||||||||||||||
|
|
||||||||||||||||
(b) Includes $10.8 million of intercompany sales from the Direct Sales segment to the Wholesale Trading & Ancillary Services segment.
|
|
||||||||||||||||
|
|
|
|
|
|
|
|
|
|
||||||||
(c) Includes $0.3 million of intercompany sales from the Direct Sales segment to the Wholesale Trading & Ancillary Services segment.
|
|
||||||||||||||||
|
|
|
|
|
|
|
|
|
|
||||||||
(d) Includes $17.7 million of intercompany sales from the Direct Sales segment to the Wholesale Trading & Ancillary Services segment.
|
|
||||||||||||||||
|
|
|
|
|
|
|
|
|
|
in thousands
|
|
|
|
|
|
||||||||||||
|
|
Three Months Ended
|
|
Six Months Ended
|
|
||||||||||||
|
|
December 31, 2018
|
|
December 31, 2017
|
|
December 31, 2018
|
|
December 31, 2017
|
|
||||||||
Gross profit by segment
|
|
|
|
|
|
|
|
|
|
||||||||
Wholesale Trading & Ancillary Services
|
|
$
|
6,804
|
|
|
$
|
7,168
|
|
|
$
|
14,216
|
|
|
$
|
12,813
|
|
|
Direct Sales
|
|
1,513
|
|
|
1,748
|
|
|
2,576
|
|
|
3,409
|
|
|
||||
Total gross profit
|
|
$
|
8,317
|
|
|
$
|
8,916
|
|
|
$
|
16,792
|
|
|
$
|
16,222
|
|
|
Gross margin percentage by segment
|
|
|
|
|
|
|
|
|
|
||||||||
Wholesale Trading & Ancillary Services
|
|
0.625
|
%
|
|
0.434
|
%
|
|
0.538
|
%
|
|
0.337
|
%
|
|
||||
Direct Sales
|
|
11.891
|
%
|
|
5.967
|
%
|
|
10.961
|
%
|
|
8.594
|
%
|
|
||||
Weighted average gross margin percentage
|
|
0.755
|
%
|
|
0.530
|
%
|
|
0.630
|
%
|
|
0.422
|
%
|
|
||||
|
|
|
|
|
|
|
|
|
|
in thousands
|
|
|
|
|
|
||||||||||||
|
|
Three Months Ended
|
|
Six Months Ended
|
|
||||||||||||
|
|
December 31, 2018
|
|
December 31, 2017
|
|
December 31, 2018
|
|
December 31, 2017
|
|
||||||||
Operating income and (expenses) by segment
|
|
|
|
|
|
|
|
|
|
||||||||
Wholesale Trading & Ancillary Services
|
|
|
|
|
|
|
|
|
|
||||||||
Selling, general and administrative expenses
|
|
$
|
(5,649
|
)
|
|
$
|
(5,376
|
)
|
|
$
|
(10,907
|
)
|
|
$
|
(10,786
|
)
|
|
Interest income
|
|
$
|
2,354
|
|
|
$
|
998
|
|
|
$
|
4,406
|
|
|
$
|
2,056
|
|
|
Interest expense
|
|
$
|
(2,974
|
)
|
|
$
|
(1,873
|
)
|
|
$
|
(4,854
|
)
|
|
$
|
(3,392
|
)
|
|
Other income, net
|
|
$
|
867
|
|
|
$
|
790
|
|
|
$
|
1,045
|
|
|
$
|
750
|
|
|
Secured Lending
|
|
|
|
|
|
|
|
|
|
||||||||
Selling, general and administrative expenses
|
|
$
|
(344
|
)
|
|
$
|
(348
|
)
|
|
$
|
(689
|
)
|
|
$
|
(731
|
)
|
|
Interest income
|
|
$
|
2,298
|
|
|
$
|
2,270
|
|
|
$
|
4,797
|
|
|
$
|
4,373
|
|
|
Interest expense
|
|
$
|
(1,535
|
)
|
|
$
|
(1,286
|
)
|
|
$
|
(3,012
|
)
|
|
$
|
(2,421
|
)
|
|
Other income, net
|
|
$
|
24
|
|
|
$
|
—
|
|
|
$
|
24
|
|
|
$
|
—
|
|
|
Direct Sales
|
|
|
|
|
|
|
|
|
|
||||||||
Selling, general and administrative expenses
|
|
$
|
(2,110
|
)
|
|
$
|
(3,625
|
)
|
|
$
|
(4,226
|
)
|
|
$
|
(4,808
|
)
|
|
Interest expense
|
|
$
|
(147
|
)
|
|
$
|
(200
|
)
|
|
$
|
(342
|
)
|
|
$
|
(279
|
)
|
|
Other expense, net
|
|
(157
|
)
|
|
—
|
|
|
$
|
(157
|
)
|
|
$
|
—
|
|
|
in thousands
|
|
|
|
|
|
||||||||||||
|
|
Three Months Ended
|
|
Six Months Ended
|
|
||||||||||||
|
|
December 31, 2018
|
|
December 31, 2017
|
|
December 31, 2018
|
|
December 31, 2017
|
|
||||||||
Net (loss) income before provision for income taxes by segment
|
|
|
|
|
|
|
|
|
|
||||||||
Wholesale Trading & Ancillary Services
|
|
$
|
1,402
|
|
|
$
|
1,707
|
|
|
$
|
3,906
|
|
|
$
|
1,441
|
|
|
Secured Lending
|
|
443
|
|
|
636
|
|
|
1,120
|
|
|
1,221
|
|
|
||||
Direct Sales
|
|
(901
|
)
|
|
(2,077
|
)
|
|
(2,149
|
)
|
|
(1,678
|
)
|
|
||||
Total n
et income before provision for income taxes
|
|
$
|
944
|
|
|
$
|
266
|
|
|
$
|
2,877
|
|
|
$
|
984
|
|
|
in thousands
|
|
|
|
|
|
||||||||||||
|
|
Three Months Ended
|
|
Six Months Ended
|
|
||||||||||||
|
|
December 31, 2018
|
|
December 31, 2017
|
|
December 31, 2018
|
|
December 31, 2017
|
|
||||||||
Depreciation and amortization by segment
|
|
|
|
|
|
|
|
|
|
||||||||
Wholesale Trading & Ancillary Services
|
|
$
|
(395
|
)
|
|
$
|
(427
|
)
|
|
$
|
(791
|
)
|
|
$
|
(758
|
)
|
|
Secured Lending
|
|
—
|
|
|
(1
|
)
|
|
—
|
|
|
(2
|
)
|
|
||||
Direct Sales
|
|
(306
|
)
|
|
(355
|
)
|
|
(607
|
)
|
|
(552
|
)
|
|
||||
Total depreciation and amortization
|
|
$
|
(701
|
)
|
|
$
|
(783
|
)
|
|
$
|
(1,398
|
)
|
|
$
|
(1,312
|
)
|
|
in thousands
|
|
|
|
|
|
||||||||||||
|
|
Three Months Ended
|
|
Six Months Ended
|
|
||||||||||||
|
|
December 31, 2018
|
|
December 31, 2017
|
|
December 31, 2018
|
|
December 31, 2017
|
|
||||||||
Advertising expense by segment
|
|
|
|
|
|
|
|
|
|
||||||||
Wholesale Trading & Ancillary Services
|
|
$
|
(161
|
)
|
|
$
|
(183
|
)
|
|
$
|
(268
|
)
|
|
$
|
(284
|
)
|
|
Secured Lending
|
|
(1
|
)
|
|
(7
|
)
|
|
(4
|
)
|
|
(18
|
)
|
|
||||
Direct Sales
|
|
(486
|
)
|
|
(869
|
)
|
|
(966
|
)
|
|
(1,274
|
)
|
|
||||
Total advertising expense
|
|
$
|
(648
|
)
|
|
$
|
(1,059
|
)
|
|
$
|
(1,238
|
)
|
|
$
|
(1,576
|
)
|
|
in thousands
|
|
|
|
|
|
||||
|
|
December 31, 2018
|
|
June 30, 2018
|
|
||||
Precious metals held under financing arrangements by segment
|
|
|
|
|
|
||||
Wholesale Trading & Ancillary Services
|
|
$
|
226,905
|
|
|
$
|
262,566
|
|
|
Total precious metals held under financing arrangements
|
|
$
|
226,905
|
|
|
$
|
262,566
|
|
|
|
|
|
|
|
|
in thousands
|
|
|
|
|
|
||||
|
|
December 31, 2018
|
|
June 30, 2018
|
|
||||
Inventories by segment
|
|
|
|
|
|
||||
Wholesale Trading & Ancillary Services
|
|
$
|
268,527
|
|
|
$
|
272,034
|
|
|
Direct Sales
|
|
7,758
|
|
|
8,082
|
|
|
||
Total inventories
|
|
$
|
276,285
|
|
|
$
|
280,116
|
|
|
in thousands
|
|
|
|
|
|
||||
|
|
December 31, 2018
|
|
June 30, 2018
|
|
||||
Inventories by geographic region
|
|
|
|
|
|
||||
United States
|
|
$
|
265,214
|
|
|
$
|
273,008
|
|
|
Europe
|
|
2,005
|
|
|
1,965
|
|
|
||
North America, excluding United States
|
|
8,279
|
|
|
4,976
|
|
|
||
Asia
|
|
787
|
|
|
167
|
|
|
||
Total inventories
|
|
$
|
276,285
|
|
|
$
|
280,116
|
|
|
|
|
|
|
|
|
in thousands
|
|
|
|
|
|
||||
|
|
December 31, 2018
|
|
June 30, 2018
|
|
||||
Assets by segment
|
|
|
|
|
|
||||
Wholesale Trading & Ancillary Services
|
|
$
|
558,953
|
|
|
$
|
616,522
|
|
|
Secured Lending
|
|
110,678
|
|
|
111,304
|
|
|
||
Direct Sales
|
|
14,460
|
|
|
15,175
|
|
|
||
Total assets
|
|
$
|
684,091
|
|
|
$
|
743,001
|
|
|
in thousands
|
|
|
|
|
|
||||
|
|
December 31, 2018
|
|
June 30, 2018
|
|
||||
Assets by geographic region
|
|
|
|
|
|
||||
United States
|
|
$
|
672,153
|
|
|
$
|
733,131
|
|
|
Europe
|
|
2,872
|
|
|
4,727
|
|
|
||
North America, excluding United States
|
|
8,279
|
|
|
4,976
|
|
|
||
Asia
|
|
787
|
|
|
167
|
|
|
||
Total assets
|
|
$
|
684,091
|
|
|
$
|
743,001
|
|
|
in thousands
|
|
|
|
|
|
||||
|
|
December 31, 2018
|
|
June 30, 2018
|
|
||||
Long-term assets by segment
|
|
|
|
|
|
||||
Wholesale Trading & Ancillary Services
|
|
$
|
32,097
|
|
|
$
|
31,328
|
|
|
Secured Lending
|
|
103
|
|
|
102
|
|
|
||
Direct Sales
|
|
3,957
|
|
|
4,588
|
|
|
||
Total long-term assets
|
|
$
|
36,157
|
|
|
$
|
36,018
|
|
|
in thousands
|
|
|
|
|
|
||||
|
|
December 31, 2018
|
|
June 30, 2018
|
|
||||
Long-term assets by geographic region
|
|
|
|
|
|
||||
United States
|
|
$
|
36,104
|
|
|
$
|
35,965
|
|
|
Europe
|
|
53
|
|
|
53
|
|
|
||
Total long-term assets
|
|
$
|
36,157
|
|
|
$
|
36,018
|
|
|
in thousands
|
|
|
|
|
|
||||
|
|
December 31, 2018
|
|
June 30, 2018
|
|
||||
Goodwill and Intangibles by segment
|
|
|
|
|
|
||||
Wholesale Trading & Ancillary Services
|
|
$
|
12,302
|
|
|
$
|
12,516
|
|
|
Direct Sales
|
|
2,936
|
|
|
3,226
|
|
|
||
Total goodwill and intangible assets
|
|
$
|
15,238
|
|
|
$
|
15,742
|
|
|
19
.
|
SUBSEQUENT EVENTS
|
•
|
Executive overview
.
This section provides a general description of our business, as well as significant transactions and events that we believe are important in understanding the results of operations.
|
•
|
Results of operations
.
This section provides an analysis of our results of operations presented in the accompanying
condensed consolidated
statements of operations by comparing the results for the respective years. Included in our analysis is a discussion of five performance metrics: (i) ounces of gold and silver sold, (ii) Wholesale trading ticket volume, (iii) Direct Sales ticket volume, (iv) inventory turnover ratio and (v) number of secured loans at period-end.
|
•
|
Results of Segments
.
This section provides an analysis of our results of operations presented for our
three
segments:
|
◦
|
◦
|
Secured Lending
, and
|
◦
|
•
|
Financial condition and liquidity and capital resources
.
This section provides an analysis of our cash flows, as well as a discussion of our outstanding debt as of
December 31, 2018
. Included in the discussion of outstanding debt is a discussion of the amount of financial capacity available to fund our future commitments, as well as a discussion of other financing arrangements.
|
•
|
Critical accounting estimates
.
This section discusses those accounting policies that both are considered important to our financial condition and results, and require significant judgment and estimates on the part of management in their application. In addition, all of our policies, including critical accounting policies, are summarized in
Note 2
to the accompanying
condensed consolidated
financial statements.
|
•
|
Recent accounting pronouncements
.
This section discusses new accounting pronouncements, dates of implementation and impact on our accompanying
condensed consolidated
financial statements.
|
_________________________________
|
|||
|
|
|
|
(1)
|
|
See "Results of Segments" for ticket count volume by segment.
|
|
|
|
|
|
(2)
|
|
Gold ounces sold represents the ounces of gold product sold and delivered to the customer during the period, excluding ounces of gold recorded on forward contracts.
|
|
|
|
|
|
(3)
|
|
Silver ounces sold represents the ounces of silver product sold and delivered to the customer during the period, excluding ounces of silver recorded on forward contracts.
|
|
|
|
|
|
(4)
|
|
Inventory turnover ratio is the cost of sales divided by average inventory. This calculation excludes precious metals held under financing arrangements, which are not classified as inventory on the consolidated balance sheets.
|
|
|
|
|
|
(5)
|
|
Number of outstanding secured loans to customers at the end of the period.
|
|
_________________________________
|
|||
|
|
|
|
(1)
|
|
See "Results of Segments" for ticket count volume by segment.
|
|
|
|
|
|
(2)
|
|
Gold ounces sold represents the ounces of gold product sold and delivered to the customer during the period, excluding ounces of gold recorded on forward contracts.
|
|
|
|
|
|
(3)
|
|
Silver ounces sold represents the ounces of silver product sold and delivered to the customer during the period, excluding ounces of silver recorded on forward contracts.
|
|
|
|
|
|
(4)
|
|
Inventory turnover ratio is the cost of sales divided by average inventory. This calculation excludes precious metals held under financing arrangements, which are not classified as inventory on the consolidated balance sheets.
|
|
|
|
|
|
(5)
|
|
Number of outstanding secured loans to customers at the end of the period.
|
|
Three Months Ended December 31,
|
2018
|
|
2017
|
|
$
|
|
%
|
|||||||||||||
in thousands, except performance metrics
|
$
|
|
% of revenue
|
|
$
|
|
% of revenue
|
|
Increase/(decrease)
|
|
Increase/(decrease)
|
|||||||||
Revenues
|
$
|
1,100,912
|
|
|
100.000
|
%
|
|
$
|
1,680,738
|
|
|
100.000
|
%
|
|
$
|
(579,826
|
)
|
|
(34.5
|
)%
|
Performance Metrics
|
|
|
|
|
|
|
|
|
|
|
|
|||||||||
Gold ounces sold
|
440,000
|
|
|
|
|
376,000
|
|
|
|
|
64,000
|
|
|
17.0
|
%
|
|||||
Silver ounces sold
|
20,041,000
|
|
|
|
|
11,964,000
|
|
|
|
|
8,077,000
|
|
|
67.5
|
%
|
|||||
|
|
|
|
|
|
|
|
|
|
|
|
Six Months Ended December 31,
|
2018
|
|
2017
|
|
$
|
|
%
|
|||||||||||||
in thousands, except performance metrics
|
$
|
|
% of revenue
|
|
$
|
|
% of revenue
|
|
Increase/(decrease)
|
|
Increase/(decrease)
|
|||||||||
Revenues
|
$
|
2,666,002
|
|
|
100.000
|
%
|
|
$
|
3,844,528
|
|
|
100.000
|
%
|
|
$
|
(1,178,526
|
)
|
|
(30.7
|
)%
|
Performance Metrics
|
|
|
|
|
|
|
|
|
|
|
|
|||||||||
Gold ounces sold
|
975,000
|
|
|
|
|
708,000
|
|
|
|
|
267,000
|
|
|
37.7
|
%
|
|||||
Silver ounces sold
|
38,320,000
|
|
|
|
|
26,495,000
|
|
|
|
|
11,825,000
|
|
|
44.6
|
%
|
|||||
|
|
|
|
|
|
|
|
|
|
|
|
Three Months Ended December 31,
|
2018
|
|
2017
|
|
$
|
|
%
|
|||||||||||||
in thousands, except performance metric
|
$
|
|
% of revenue
|
|
$
|
|
% of revenue
|
|
Increase/(decrease)
|
|
Increase/(decrease)
|
|||||||||
Gross profit
|
$
|
8,317
|
|
|
0.755
|
%
|
|
$
|
8,916
|
|
|
0.530
|
%
|
|
$
|
(599
|
)
|
|
(6.7
|
)%
|
Performance Metric
|
|
|
|
|
|
|
|
|
|
|
|
|||||||||
Inventory turnover ratio
|
3.9
|
|
|
|
|
5.2
|
|
|
|
|
(1.3
|
)
|
|
(25.0
|
)%
|
|||||
|
|
|
|
|
|
|
|
|
|
|
|
Six Months Ended December 31,
|
2018
|
|
2017
|
|
$
|
|
%
|
|||||||||||||
in thousands, except performance metric
|
$
|
|
% of revenue
|
|
$
|
|
% of revenue
|
|
Increase/(decrease)
|
|
Increase/(decrease)
|
|||||||||
Gross profit
|
$
|
16,792
|
|
|
0.630
|
%
|
|
$
|
16,222
|
|
|
0.422
|
%
|
|
$
|
570
|
|
|
3.5
|
%
|
Performance Metric
|
|
|
|
|
|
|
|
|
|
|
|
|||||||||
Inventory turnover ratio
|
9.5
|
|
|
|
|
12.4
|
|
|
|
|
(2.9
|
)
|
|
(23.4
|
)%
|
|||||
|
|
|
|
|
|
|
|
|
|
|
|
Three Months Ended December 31,
|
2018
|
|
2017
|
|
$
|
|
%
|
|||||||||||||
in thousands
|
$
|
|
% of revenue
|
|
$
|
|
% of revenue
|
|
Increase/(decrease)
|
|
Increase/(decrease)
|
|||||||||
Selling, general and administrative expenses
|
$
|
(8,103
|
)
|
|
(0.736
|
)%
|
|
$
|
(9,349
|
)
|
|
(0.556
|
)%
|
|
$
|
(1,246
|
)
|
|
(13.3
|
)%
|
|
|
|
|
|
|
|
|
|
|
|
|
Six Months Ended December 31,
|
2018
|
|
2017
|
|
$
|
|
%
|
|||||||||||||
in thousands
|
$
|
|
% of revenue
|
|
$
|
|
% of revenue
|
|
Increase/(decrease)
|
|
Increase/(decrease)
|
|||||||||
Selling, general and administrative expenses
|
$
|
(15,822
|
)
|
|
(0.593
|
)%
|
|
$
|
(16,325
|
)
|
|
(0.425
|
)%
|
|
$
|
(503
|
)
|
|
(3.1
|
)%
|
|
|
|
|
|
|
|
|
|
|
|
|
Three Months Ended December 31,
|
2018
|
|
2017
|
|
$
|
|
%
|
|||||||||||||
in thousands, except performance metric
|
$
|
|
% of revenue
|
|
$
|
|
% of revenue
|
|
Increase/(decrease)
|
|
Increase/(decrease)
|
|||||||||
Interest income
|
$
|
4,652
|
|
|
0.423
|
%
|
|
$
|
3,268
|
|
|
0.194
|
%
|
|
$
|
1,384
|
|
|
42.4
|
%
|
Performance Metric
|
|
|
|
|
|
|
|
|
|
|
|
|||||||||
Number of secured loans at period-end
|
1,931
|
|
|
|
|
2,823
|
|
|
|
|
(892
|
)
|
|
(31.6
|
)%
|
|||||
|
|
|
|
|
|
|
|
|
|
|
|
Six Months Ended December 31,
|
2018
|
|
2017
|
|
$
|
|
%
|
|||||||||||||
in thousands, except performance metric
|
$
|
|
% of revenue
|
|
$
|
|
% of revenue
|
|
Increase/(decrease)
|
|
Increase/(decrease)
|
|||||||||
Interest income
|
$
|
9,203
|
|
|
0.345
|
%
|
|
$
|
6,429
|
|
|
0.167
|
%
|
|
$
|
2,774
|
|
|
43.1
|
%
|
Performance Metric
|
|
|
|
|
|
|
|
|
|
|
|
|||||||||
Number of secured loans at period-end
|
1,931
|
|
|
|
|
2,823
|
|
|
|
|
(892
|
)
|
|
(31.6
|
)%
|
|||||
|
|
|
|
|
|
|
|
|
|
|
|
Three Months Ended December 31,
|
2018
|
|
2017
|
|
$
|
|
%
|
|||||||||||||
in thousands
|
$
|
|
% of revenue
|
|
$
|
|
% of revenue
|
|
Increase/(decrease)
|
|
Increase/(decrease)
|
|||||||||
Interest expense
|
$
|
(4,656
|
)
|
|
(0.423
|
)%
|
|
$
|
(3,359
|
)
|
|
(0.200
|
)%
|
|
$
|
1,297
|
|
|
38.6
|
%
|
|
|
|
|
|
|
|
|
|
|
|
|
Six Months Ended December 31,
|
2018
|
|
2017
|
|
$
|
|
%
|
|||||||||||||
in thousands
|
$
|
|
% of revenue
|
|
$
|
|
% of revenue
|
|
Increase/(decrease)
|
|
Increase/(decrease)
|
|||||||||
Interest expense
|
$
|
(8,208
|
)
|
|
(0.308
|
)%
|
|
$
|
(6,092
|
)
|
|
(0.159
|
)%
|
|
$
|
2,116
|
|
|
34.7
|
%
|
|
|
|
|
|
|
|
|
|
|
|
|
Three Months Ended December 31,
|
2018
|
|
2017
|
|
$
|
|
%
|
|||||||||||||
in thousands
|
$
|
|
% of revenue
|
|
$
|
|
% of revenue
|
|
Increase/(decrease)
|
|
Increase/(decrease)
|
|||||||||
Income tax expense
|
$
|
(242
|
)
|
|
(0.022
|
)%
|
|
$
|
(324
|
)
|
|
(0.019
|
)%
|
|
$
|
(82
|
)
|
|
(25.3
|
)%
|
|
|
|
|
|
|
|
|
|
|
|
|
Six Months Ended December 31,
|
2018
|
|
2017
|
|
$
|
|
%
|
|||||||||||||
in thousands
|
$
|
|
% of revenue
|
|
$
|
|
% of revenue
|
|
Increase/(decrease)
|
|
Increase/(decrease)
|
|||||||||
Income tax expense
|
$
|
(741
|
)
|
|
(0.028
|
)%
|
|
$
|
(598
|
)
|
|
(0.016
|
)%
|
|
$
|
143
|
|
|
23.9
|
%
|
|
|
|
|
|
|
|
|
|
|
|
|
_________________________________
|
|||
|
|
|
|
(1)
|
|
Gold ounces sold represents the ounces of gold product sold and delivered to the customer during the period, excluding ounces of gold recorded on forward contracts.
|
|
|
|
|
|
(2)
|
|
Silver ounces sold represents the ounces of silver product sold and delivered to the customer during the period, excluding ounces of silver recorded on forward contracts.
|
|
|
|
|
|
(3)
|
|
Trading ticket volume represents the total number of product orders processed by our trading desks in El Segundo, California and Vienna, Austria, for the Wholesale Trading & Ancillary Services segment.
|
|
Three Months Ended December 31,
|
2018
|
|
2017
|
|
$
|
|
%
|
|||||||||||||
in thousands, except performance metrics
|
$
|
|
% of revenue
|
|
$
|
|
% of revenue
|
|
Increase/(decrease)
|
|
Increase/(decrease)
|
|||||||||
Revenues
|
$
|
1,088,188
|
|
|
100.000
|
%
|
|
$
|
1,651,442
|
|
|
100.000
|
%
|
|
$
|
(563,254
|
)
|
|
(34.1
|
)%
|
Performance Metrics
|
|
|
|
|
|
|
|
|
|
|
|
|||||||||
Gold ounces sold
|
436,000
|
|
|
|
|
369,000
|
|
|
|
|
67,000
|
|
|
18.2
|
%
|
|||||
Silver ounces sold
|
19,772,000
|
|
|
|
|
11,832,000
|
|
|
|
|
7,940,000
|
|
|
67.1
|
%
|
|||||
|
|
|
|
|
|
|
|
|
|
|
|
Six Months Ended December 31,
|
2018
|
|
2017
|
|
$
|
|
%
|
|||||||||||||
in thousands, except performance metrics
|
$
|
|
% of revenue
|
|
$
|
|
% of revenue
|
|
Increase/(decrease)
|
|
Increase/(decrease)
|
|||||||||
Revenues
|
$
|
2,642,501
|
|
|
100.000
|
%
|
|
$
|
3,804,862
|
|
|
100.000
|
%
|
|
$
|
(1,162,361
|
)
|
|
(30.5
|
)%
|
Performance Metrics
|
|
|
|
|
|
|
|
|
|
|
|
|||||||||
Gold ounces sold
|
968,000
|
|
|
|
|
699,000
|
|
|
|
|
269,000
|
|
|
38.5
|
%
|
|||||
Silver ounces sold
|
37,787,000
|
|
|
|
|
26,343,000
|
|
|
|
|
11,444,000
|
|
|
43.4
|
%
|
|||||
|
|
|
|
|
|
|
|
|
|
|
|
Three Months Ended December 31,
|
2018
|
|
2017
|
|
$
|
|
%
|
|||||||||||||
in thousands, except performance metric
|
$
|
|
% of revenue
|
|
$
|
|
% of revenue
|
|
Increase/(decrease)
|
|
Increase/(decrease)
|
|||||||||
Gross profit
|
$
|
6,804
|
|
|
0.625
|
%
|
|
$
|
7,168
|
|
|
0.434
|
%
|
|
$
|
(364
|
)
|
|
(5.1
|
)%
|
Performance Metric
|
|
|
|
|
|
|
|
|
|
|
|
|||||||||
Wholesale trading ticket volume
|
33,007
|
|
|
|
|
30,264
|
|
|
|
|
2,743
|
|
|
9.1
|
%
|
|||||
|
|
|
|
|
|
|
|
|
|
|
|
Six Months Ended December 31,
|
2018
|
|
2017
|
|
$
|
|
%
|
|||||||||||||
in thousands, except performance metric
|
$
|
|
% of revenue
|
|
$
|
|
% of revenue
|
|
Increase/(decrease)
|
|
Increase/(decrease)
|
|||||||||
Gross profit
|
$
|
14,216
|
|
|
0.538
|
%
|
|
$
|
12,813
|
|
|
0.337
|
%
|
|
$
|
1,403
|
|
|
10.9
|
%
|
Performance Metric
|
|
|
|
|
|
|
|
|
|
|
|
|||||||||
Wholesale trading ticket volume
|
65,020
|
|
|
|
|
60,147
|
|
|
|
|
4,873
|
|
|
8.1
|
%
|
|||||
|
|
|
|
|
|
|
|
|
|
|
|
Three Months Ended December 31,
|
2018
|
|
2017
|
|
$
|
|
%
|
|||||||||||||
in thousands
|
$
|
|
% of revenue
|
|
$
|
|
% of revenue
|
|
Increase/(decrease)
|
|
Increase/(decrease)
|
|||||||||
Selling, general and administrative expenses
|
$
|
(5,649
|
)
|
|
(0.519
|
)%
|
|
$
|
(5,376
|
)
|
|
(0.326
|
)%
|
|
$
|
273
|
|
|
5.1
|
%
|
|
|
|
|
|
|
|
|
|
|
|
|
Six Months Ended December 31,
|
2018
|
|
2017
|
|
$
|
|
%
|
|||||||||||||
in thousands
|
$
|
|
% of revenue
|
|
$
|
|
% of revenue
|
|
Increase/(decrease)
|
|
Increase/(decrease)
|
|||||||||
Selling, general and administrative expenses
|
$
|
(10,907
|
)
|
|
(0.413
|
)%
|
|
$
|
(10,786
|
)
|
|
(0.284
|
)%
|
|
$
|
121
|
|
|
1.1
|
%
|
|
|
|
|
|
|
|
|
|
|
|
|
Three Months Ended December 31,
|
2018
|
|
2017
|
|
$
|
|
%
|
|||||||||||||
in thousands
|
$
|
|
% of revenue
|
|
$
|
|
% of revenue
|
|
Increase/(decrease)
|
|
Increase/(decrease)
|
|||||||||
Interest income
|
$
|
2,354
|
|
|
0.216
|
%
|
|
$
|
998
|
|
|
0.060
|
%
|
|
$
|
1,356
|
|
|
135.9
|
%
|
|
|
|
|
|
|
|
|
|
|
|
|
Six Months Ended December 31,
|
2018
|
|
2017
|
|
$
|
|
%
|
|||||||||||||
in thousands
|
$
|
|
% of revenue
|
|
$
|
|
% of revenue
|
|
Increase/(decrease)
|
|
Increase/(decrease)
|
|||||||||
Interest income
|
$
|
4,406
|
|
|
0.167
|
%
|
|
$
|
2,056
|
|
|
0.054
|
%
|
|
$
|
2,350
|
|
|
114.3
|
%
|
|
|
|
|
|
|
|
|
|
|
|
|
Three Months Ended December 31,
|
2018
|
|
2017
|
|
$
|
|
%
|
|||||||||||||
in thousands
|
$
|
|
% of revenue
|
|
$
|
|
% of revenue
|
|
Increase/(decrease)
|
|
Increase/(decrease)
|
|||||||||
Interest expense
|
$
|
(2,974
|
)
|
|
(0.273
|
)%
|
|
$
|
(1,873
|
)
|
|
(0.113
|
)%
|
|
$
|
1,101
|
|
|
58.8
|
%
|
|
|
|
|
|
|
|
|
|
|
|
|
Six Months Ended December 31,
|
2018
|
|
2017
|
|
$
|
|
%
|
|||||||||||||
in thousands
|
$
|
|
% of revenue
|
|
$
|
|
% of revenue
|
|
Increase/(decrease)
|
|
Increase/(decrease)
|
|||||||||
Interest expense
|
$
|
(4,854
|
)
|
|
(0.184
|
)%
|
|
$
|
(3,392
|
)
|
|
(0.089
|
)%
|
|
$
|
1,462
|
|
|
43.1
|
%
|
|
|
|
|
|
|
|
|
|
|
|
|
_________________________________
|
|||
|
|
|
|
NM
|
|
Not meaningful.
|
|
|
|
|
|
(1)
|
|
Number of outstanding secured loans to customers at the end of the period.
|
|
_________________________________
|
|||
|
|
|
|
NM
|
|
Not meaningful.
|
|
|
|
|
|
(1)
|
|
Number of outstanding secured loans to customers at the end of the period.
|
|
Three Months Ended December 31,
|
2018
|
|
2017
|
|
$
|
|
%
|
|||||||||||||
in thousands, except performance metrics
|
$
|
|
% of interest income
|
|
$
|
|
% of interest income
|
|
Increase/(decrease)
|
|
Increase/(decrease)
|
|||||||||
Interest income
|
$
|
2,298
|
|
|
100.000
|
%
|
|
$
|
2,270
|
|
|
100.000
|
%
|
|
$
|
28
|
|
|
1.2
|
%
|
Performance Metrics
|
|
|
|
|
|
|
|
|
|
|
|
|||||||||
Number of secured loans at period-end
|
1,931
|
|
|
|
|
2,823
|
|
|
|
|
(892
|
)
|
|
(31.6
|
)%
|
|||||
|
|
|
|
|
|
|
|
|
|
|
|
Three Months Ended December 31,
|
2018
|
|
2017
|
|
$
|
|
%
|
|||||||||||||
in thousands
|
$
|
|
% of interest income
|
|
$
|
|
% of interest income
|
|
Increase/(decrease)
|
|
Increase/(decrease)
|
|||||||||
Interest expense
|
$
|
(1,535
|
)
|
|
(66.797
|
)%
|
|
$
|
(1,286
|
)
|
|
(56.652
|
)%
|
|
$
|
249
|
|
|
19.4
|
%
|
|
|
|
|
|
|
|
|
|
|
|
|
Six Months Ended December 31,
|
2018
|
|
2017
|
|
$
|
|
%
|
|||||||||||||
in thousands
|
$
|
|
% of interest income
|
|
$
|
|
% of interest income
|
|
Increase/(decrease)
|
|
Increase/(decrease)
|
|||||||||
Interest expense
|
$
|
(3,012
|
)
|
|
(62.789
|
)%
|
|
$
|
(2,421
|
)
|
|
(55.363
|
)%
|
|
$
|
591
|
|
|
24.4
|
%
|
|
|
|
|
|
|
|
|
|
|
|
|
Three Months Ended December 31,
|
2018
|
|
2017
|
|
$
|
|
%
|
|||||||||||||
in thousands
|
$
|
|
% of interest income
|
|
$
|
|
% of interest income
|
|
Increase/(decrease)
|
|
Increase/(decrease)
|
|||||||||
Selling, general and administrative expenses
|
$
|
(344
|
)
|
|
(14.970
|
)%
|
|
$
|
(348
|
)
|
|
(15.330
|
)%
|
|
$
|
(4
|
)
|
|
(1.1
|
)%
|
|
|
|
|
|
|
|
|
|
|
|
|
Six Months Ended December 31,
|
2018
|
|
2017
|
|
$
|
|
%
|
|||||||||||||
in thousands
|
$
|
|
% of interest income
|
|
$
|
|
% of interest income
|
|
Increase/(decrease)
|
|
Increase/(decrease)
|
|||||||||
Selling, general and administrative expenses
|
$
|
(689
|
)
|
|
(14.363
|
)%
|
|
$
|
(731
|
)
|
|
(16.716
|
)%
|
|
$
|
(42
|
)
|
|
(5.7
|
)%
|
|
|
|
|
|
|
|
|
|
|
|
|
in thousands, except performance metrics
|
|
|||||||||||||||||||||
Six Months Ended December 31,
|
2018
|
|
2017
|
|
$
|
|
%
|
|
||||||||||||||
|
$
|
|
% of revenue
|
|
|
|
% of revenue
|
|
Increase/(decrease)
|
|
Increase/(decrease)
|
|
||||||||||
Revenues
|
$
|
23,501
|
|
(a)
|
100.000
|
%
|
|
$
|
39,666
|
|
(c)
|
100.000
|
%
|
|
$
|
(16,165
|
)
|
|
(40.8
|
)%
|
|
|
Gross profit
|
2,576
|
|
|
10.961
|
%
|
(b)
|
3,409
|
|
|
8.594
|
%
|
(d)
|
$
|
(833
|
)
|
|
(24.4
|
)%
|
|
|||
Selling, general and administrative expenses
|
(4,226
|
)
|
|
(17.982
|
)%
|
|
(4,808
|
)
|
|
(12.121
|
)%
|
|
$
|
(582
|
)
|
|
(12.1
|
)%
|
|
|||
Interest expense
|
(342
|
)
|
|
(1.455
|
)%
|
|
(279
|
)
|
|
(0.703
|
)%
|
|
$
|
63
|
|
|
22.6
|
%
|
|
|||
Other expense
|
(157
|
)
|
|
(0.668
|
)%
|
|
—
|
|
|
—
|
%
|
|
$
|
157
|
|
|
NM
|
|
|
|||
Net loss before provision for income taxes
|
$
|
(2,149
|
)
|
|
(9.144
|
)%
|
|
$
|
(1,678
|
)
|
|
(4.230
|
)%
|
|
$
|
471
|
|
|
28.1
|
%
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
||||||||||
|
|
|
|
|
|
|
|
|
|
|
|
|
||||||||||
Performance Metrics:
|
|
|
|
|
|
|
|
|
|
|
|
|
||||||||||
Gold ounces sold
(1)
|
7,000
|
|
|
|
|
9,000
|
|
|
|
|
(2,000
|
)
|
|
(22.2
|
)%
|
|
||||||
Silver ounces sold
(2)
|
533,000
|
|
|
|
|
152,000
|
|
|
|
|
381,000
|
|
|
250.7
|
%
|
|
||||||
Direct Sales ticket volume
(3)
|
7,952
|
|
|
|
|
6,930
|
|
|
|
|
1,022
|
|
|
14.7
|
%
|
|
||||||
|
|
|
|
|
|
|
|
|
|
|
|
|
|
in thousands
|
|
|
|
|
|
||||||||
|
|
December 31, 2018
|
|
June 30, 2018
|
|
December 31, 2018 Compared to June 30, 2018
|
|
||||||
Lines of credit
|
|
$
|
139,000
|
|
|
$
|
200,000
|
|
|
$
|
(61,000
|
)
|
|
|
|
|
|
|
|
|
|
in thousands
|
|
|
|
|
|
||||||||
|
|
December 31, 2018
|
|
June 30, 2018
|
|
December 31, 2018 Compared to June 30, 2018
|
|
||||||
Debt Obligation - related party
|
|
$
|
—
|
|
|
$
|
7,226
|
|
|
$
|
(7,226
|
)
|
|
in thousands
|
|
|
|
|
||||||||
|
|
December 31, 2018
|
|
June 30, 2018
|
|
December 31, 2018 Compared to June 30, 2018
|
||||||
Notes payable
|
|
$
|
86,569
|
|
|
$
|
—
|
|
|
$
|
86,569
|
|
in thousands
|
|
|
|
|
|
||||||||
|
|
December 31, 2018
|
|
June 30, 2018
|
|
December 31, 2018 Compared to June 30, 2018
|
|
||||||
Liability on borrowed metals
|
|
$
|
227,317
|
|
|
$
|
280,346
|
|
|
$
|
(53,029
|
)
|
|
in thousands
|
|
|
|
|
|
||||||||
|
|
December 31, 2018
|
|
June 30, 2018
|
|
December 31, 2018 Compared to June 30, 2018
|
|
||||||
Product financing arrangements
|
|
$
|
82,413
|
|
|
$
|
113,940
|
|
|
$
|
(31,527
|
)
|
|
in thousands
|
|
|
|
|
||||||||
|
|
December 31, 2018
|
|
June 30, 2018
|
|
December 31, 2018 Compared to June 30, 2018
|
||||||
Secured loans
|
|
$
|
104,757
|
|
|
$
|
110,424
|
|
|
$
|
(5,667
|
)
|
in thousands
|
|
|
|
|
|
||||||||
Six Months Ended
|
|
December 31,
2018 |
|
December 31,
2017 |
|
Six Months Ended December 31, 2018 Compared to Six Months Ended December 31, 2017
|
|
||||||
Net cash provided by (used in) operating activities
|
|
$
|
10,080
|
|
|
$
|
(11,677
|
)
|
|
$
|
21,757
|
|
|
Net cash provided by (used in) investing activities
|
|
$
|
9,234
|
|
|
$
|
(13,878
|
)
|
|
$
|
23,112
|
|
|
Net cash (used in) provided by financing activities
|
|
$
|
(13,775
|
)
|
|
$
|
24,507
|
|
|
$
|
(38,282
|
)
|
|
in thousands
|
|
December 31, 2018
|
|
June 30, 2018
|
||||
Inventory
|
|
$
|
276,285
|
|
|
$
|
280,116
|
|
Precious metals held under financing arrangements
|
|
226,905
|
|
|
262,566
|
|
||
|
|
503,190
|
|
|
542,682
|
|
||
|
|
|
|
|
||||
Less unhedgeable inventory:
|
|
|
|
|
||||
Commemorative coin inventory, held at lower of cost or market
|
|
(47
|
)
|
|
(99
|
)
|
||
Premium on metals position
|
|
(4,026
|
)
|
|
(3,530
|
)
|
||
Precious metal value not hedged
|
|
(4,073
|
)
|
|
(3,629
|
)
|
||
|
|
|
|
|
||||
|
|
499,117
|
|
|
539,053
|
|
||
|
|
|
|
|
||||
Commitments at market:
|
|
|
|
|
|
|
||
Open inventory purchase commitments
|
|
261,829
|
|
|
342,287
|
|
||
Open inventory sales commitments
|
|
(180,204
|
)
|
|
(138,022
|
)
|
||
Margin sale commitments
|
|
(6,932
|
)
|
|
(5,988
|
)
|
||
In-transit inventory no longer subject to market risk
|
|
(1,340
|
)
|
|
(1,060
|
)
|
||
Unhedgeable premiums on open commitment positions
|
|
3,442
|
|
|
541
|
|
||
Borrowed precious metals
|
|
(227,317
|
)
|
|
(280,346
|
)
|
||
Product financing arrangements
|
|
(82,413
|
)
|
|
(113,940
|
)
|
||
Advances on industrial metals
|
|
852
|
|
|
6,044
|
|
||
|
|
(232,083
|
)
|
|
(190,484
|
)
|
||
|
|
|
|
|
||||
Precious metal subject to price risk
|
|
267,034
|
|
|
348,569
|
|
||
|
|
|
|
|
||||
Precious metal subject to derivative financial instruments:
|
|
|
|
|
||||
Precious metals forward contracts at market values
|
|
201,252
|
|
|
274,994
|
|
||
Precious metals futures contracts at market values
|
|
64,508
|
|
|
72,421
|
|
||
Total market value of derivative financial instruments
|
|
265,760
|
|
|
347,415
|
|
||
|
|
|
|
|
||||
Net precious metals subject to commodity price risk
|
|
$
|
1,274
|
|
|
$
|
1,154
|
|
in thousands
|
|
December 31, 2018
|
|
June 30, 2018
|
||||
Purchase commitments
|
|
$
|
261,829
|
|
|
$
|
342,287
|
|
Sales commitments
|
|
$
|
(180,204
|
)
|
|
$
|
(138,022
|
)
|
Margin sale commitments
|
|
$
|
(6,932
|
)
|
|
$
|
(5,988
|
)
|
Open forward contracts
|
|
$
|
201,252
|
|
|
$
|
274,994
|
|
Open futures contracts
|
|
$
|
64,508
|
|
|
$
|
72,421
|
|
Foreign exchange forward contracts
|
|
$
|
3,128
|
|
|
$
|
4,130
|
|
•
|
Receivables from our customers with whom we trade in precious metal products are effectively short-term, non-interest bearing extensions of credit that are, in certain cases, secured by the related products maintained in the Company’s possession or by a letter of credit issued on behalf of the customer. On average, these receivables are outstanding for periods of between 8 and 9 days.
|
•
|
The Company operates a financing business through CFC that makes secured loans at loan-to-value ratios—principal loan amount divided by the liquidation value, as conservatively estimated by management, of the collateral—of, in most cases, 50% to 85%. These loans are both variable and fixed interest rate loans, with some maturities on-demand and others from three to twelve months.
|
•
|
We make advances to our customers on unrefined metals secured by materials received from the customer. These advances are limited to a portion of the materials received.
|
•
|
The Company makes unsecured, short-term, non-interest bearing advances to wholesale metals dealers and government mints.
|
•
|
The Company periodically extends short-term credit through the issuance of notes receivable to approved customers at interest rates determined on a customer-by-customer basis.
|
•
|
our loan underwriting and other credit policies and controls designed to assure repayment, which may prove inadequate to prevent losses;
|
•
|
our ability to sell collateral upon customer defaults for amounts sufficient to offset credit losses, which can be affected by a number of factors outside of our control, including (i) changes in economic conditions, (ii) increases in market rates of interest and (iii) changes in the condition or value of the collateral; and
|
•
|
the reserves we establish for loan losses, which may prove inadequate.
|
Regulation S-K
Exhibit Table Item No. |
|
Description of Exhibit
|
||
31
|
.1
|
*
|
|
|
31
|
.2
|
*
|
|
|
32
|
.1
|
*
|
|
|
32
|
.2
|
*
|
|
|
101
|
.INS
|
*
|
|
XBRL Instance Document.
|
101
|
.SCH
|
*
|
|
XBRL Taxonomy Extension Calculation Schema Document.
|
101
|
.CAL
|
*
|
|
XBRL Taxonomy Extension Calculation Linkbase Document.
|
101
|
.DEF
|
*
|
|
XBRL Taxonomy Extension Definition Linkbase Document.
|
101
|
.LAB
|
*
|
|
XBRL Taxonomy Extension Label Linkbase Document.
|
101
|
.PRE
|
*
|
|
XBRL Taxonomy Extension Presentation Linkbase Document.
|
_________________________________
|
|
||
*
|
|
Filed herewith
|
|
|
|
|
|
|
|
Pursuant to the requirements of Section 13 or 15(d) 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.
|
|||||
|
|
|
|
|
|
|
|
A-MARK PRECIOUS METALS, INC.
|
|
||
Date:
|
February 11, 2019
|
By:
|
/s/ Gregory N. Roberts
|
|
|
|
|
|
Name:
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Gregory N. Roberts
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|
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Title:
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Chief Executive Officer
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(Principal Executive Officer)
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A-MARK PRECIOUS METALS, INC.
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||
Date:
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February 11, 2019
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By:
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/s/ Cary Dickson
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Name:
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Cary Dickson
|
|
|
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Title:
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Chief Financial Officer
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(Principal Financial Officer)
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Pursuant to the requirements of the Securities Exchange Act of 1934, this report has been signed below by the following persons on behalf of the registrant and in the capacities and on the dates indicated.
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||||
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Signatures
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Title(s)
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Date
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|
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/s/ Gregory N. Roberts
|
|
Chief Executive Officer and Director
|
|
February 11, 2019
|
Gregory N. Roberts
|
|
(Principal Executive Officer)
|
|
|
|
|
|
|
|
/s/ Cary Dickson
|
|
Chief Financial Officer
|
|
February 11, 2019
|
Cary Dickson
|
|
(Principal Financial Officer)
|
|
|
|
|
|
|
|
|
|
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1 Year A Mark Precious Metals Chart |
1 Month A Mark Precious Metals Chart |
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