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Share Name | Share Symbol | Market | Type |
---|---|---|---|
Atlanticus Holdings Corporation (MM) | NASDAQ:CCRT | NASDAQ | Common Stock |
Price Change | % Change | Share Price | Bid Price | Offer Price | High Price | Low Price | Open Price | Shares Traded | Last Trade | |
---|---|---|---|---|---|---|---|---|---|---|
0.00 | 0.00% | 3.66 | 0 | 01:00:00 |
Page
|
|||||
PART I. FINANCIAL INFORMATION
|
|||||
Item 1.
|
|||||
1 | |||||
2 | |||||
3 | |||||
4 | |||||
5 | |||||
6 | |||||
Item 2.
|
27 | ||||
Item 3.
|
48 | ||||
Item 4.
|
48 | ||||
PART II. OTHER INFORMATION
|
|||||
Item 1.
|
49 | ||||
Item 1A.
|
49 | ||||
Item 2.
|
61 | ||||
Item 4.
|
61 | ||||
Item 5.
|
61 | ||||
Item 6.
|
61 | ||||
61 |
September 30,
|
December 31,
|
|||||||
2012
|
2011
|
|||||||
(unaudited)
|
||||||||
Assets
|
||||||||
Unrestricted cash and cash equivalents
|
$ | 47,925 | $ | 144,913 | ||||
Restricted cash and cash equivalents
|
12,930 | 23,759 | ||||||
Loans and fees receivable:
|
||||||||
Loans and fees receivable, net (of $8,502 and $7,480 in deferred revenue and $11,276 and $7,156 in allowances for uncollectible loans and fees receivable at September 30, 2012 and December 31, 2011, respectively)
|
56,569 | 64,721 | ||||||
Loans and fees receivable pledged as collateral under structured financings, net (of $60 and $511 in deferred revenue and $3,510 and $7,537 in allowances for uncollectible loans and fees receivable at September 30, 2012 and December 31, 2011, respectively)
|
12,598 | 31,902 | ||||||
Loans and fees receivable, at fair value
|
19,285 | 28,226 | ||||||
Loans and fees receivable pledged as collateral under structured financings, at fair value
|
168,407 | 238,763 | ||||||
Investments in previously charged-off receivables
|
- | 37,110 | ||||||
Investments in securities
|
6,215 | 6,203 | ||||||
Deferred costs, net
|
2,100 | 3,033 | ||||||
Property at cost, net of depreciation
|
7,363 | 8,098 | ||||||
Investments in equity-method investees
|
41,914 | 49,862 | ||||||
Note receivable from sale of Investments in Previously Charged-Off Receivables segment
|
13,033 | - | ||||||
Prepaid expenses and other assets
|
18,273 | 11,317 | ||||||
Total assets
|
$ | 406,612 | $ | 647,907 | ||||
Liabilities
|
||||||||
Accounts payable and accrued expenses
|
$ | 37,173 | $ | 47,140 | ||||
Notes payable, at face value
|
20,184 | 23,765 | ||||||
Notes payable associated with structured financings, at face value
|
7,366 | 23,151 | ||||||
Notes payable associated with structured financings, at fair value
|
167,521 | 241,755 | ||||||
Convertible senior notes (Note 8)
|
95,194 | 176,400 | ||||||
Income tax liability
|
61,683 | 59,368 | ||||||
Total liabilities
|
389,121 | 571,579 | ||||||
Commitments and contingencies (Note 9)
|
||||||||
Equity
|
||||||||
Common stock, no par value, 150,000,000 shares authorized: 15,419,179 shares issued and outstanding (including 1,672,656 loaned shares to be returned) at September 30, 2012; and 31,997,581 shares issued and 23,559,402 shares outstanding (including 1,672,656 loaned shares to be returned) at December 31, 2011
|
- | - | ||||||
Additional paid-in capital
|
211,037 | 294,246 | ||||||
Treasury stock, at cost, 0 and 8,438,179 shares at September 30, 2012 and December 31, 2011, respectively
|
- | (187,615 | ) | |||||
Accumulated other comprehensive loss
|
(1,095 | ) | (2,257 | ) | ||||
Retained deficit
|
(192,090 | ) | (28,257 | ) | ||||
Total shareholders’ equity
|
17,852 | 76,117 | ||||||
Noncontrolling interests
|
(361 | ) | 211 | |||||
Total equity
|
17,491 | 76,328 | ||||||
Total liabilities and equity
|
$ | 406,612 | $ | 647,907 | ||||
For the Three Months Ended September 30,
|
For the Nine Months Ended September 30,
|
|||||||||||||||
2012
|
2011
|
2012
|
2011
|
|||||||||||||
Interest income:
|
||||||||||||||||
Consumer loans, including past due fees
|
$ | 20,054 | $ | 34,833 | $ | 68,037 | $ | 114,543 | ||||||||
Other
|
323 | 240 | 731 | 829 | ||||||||||||
Total interest income
|
20,377 | 35,073 | 68,768 | 115,372 | ||||||||||||
Interest expense
|
(7,406 | ) | (10,282 | ) | (25,582 | ) | (33,262 | ) | ||||||||
Net interest income before fees and related income on earning assets and provision for losses on loans and fees receivable
|
12,971 | 24,791 | 43,186 | 82,110 | ||||||||||||
Fees and related income on earning assets
|
3,703 | 14,755 | 68,001 | 82,277 | ||||||||||||
Losses upon charge off of loans and fees receivable recorded at fair value
|
(8,790 | ) | (28,019 | ) | (81,693 | ) | (117,209 | ) | ||||||||
Provision for losses on loans and fees receivable recorded at net realizable value
|
(5,373 | ) | (96 | ) | (13,828 | ) | 325 | |||||||||
Net interest income, fees and related income on earning assets
|
2,511 | 11,431 | 15,666 | 47,503 | ||||||||||||
Other operating income:
|
||||||||||||||||
Servicing income
|
1,002 | 767 | 3,234 | 2,593 | ||||||||||||
Ancillary and interchange revenues
|
570 | 1,429 | 2,021 | 4,670 | ||||||||||||
Gain on repurchase of convertible senior notes
|
- | 138 | - | 607 | ||||||||||||
Gain on buy-out of equity-method investee members
|
- | - | - | 619 | ||||||||||||
Equity in income of equity-method investees
|
356 | 6,630 | 9,912 | 28,757 | ||||||||||||
Total other operating income
|
1,928 | 8,964 | 15,167 | 37,246 | ||||||||||||
Other operating expense:
|
||||||||||||||||
Salaries and benefits
|
2,523 | 4,520 | 12,990 | 16,545 | ||||||||||||
Card and loan servicing
|
10,428 | 11,043 | 31,618 | 36,018 | ||||||||||||
Marketing and solicitation
|
223 | 1,181 | 1,669 | 2,386 | ||||||||||||
Depreciation
|
1,518 | 504 | 2,294 | 4,232 | ||||||||||||
Other
|
5,557 | 7,231 | 18,755 | 20,450 | ||||||||||||
Total other operating expense
|
20,249 | 24,479 | 67,326 | 79,631 | ||||||||||||
(Loss on) income from continuing operations before income taxes
|
(15,810 | ) | (4,084 | ) | (36,493 | ) | 5,118 | |||||||||
Income tax benefit (expense)
|
3,936 | (619 | ) | 10,391 | (1,743 | ) | ||||||||||
(Loss on) income from continuing operations
|
(11,874 | ) | (4,703 | ) | (26,102 | ) | 3,375 | |||||||||
Discontinued operations:
|
||||||||||||||||
Income from discontinued operations before income taxes
|
50,151 | 6,167 | 61,301 | 132,700 | ||||||||||||
Income tax expense
|
(5,353 | ) | (42 | ) | (12,737 | ) | (4,142 | ) | ||||||||
Income from discontinued operations
|
44,798 | 6,125 | 48,564 | 128,558 | ||||||||||||
Net income
|
32,924 | 1,422 | 22,462 | 131,933 | ||||||||||||
Net loss (income) attributable to noncontrolling interests (including $1,131 of income associated with noncontrolling interests in discontinued operations during the nine months ended September 30, 2011)
|
287 | 277 | 572 | (1,013 | ) | |||||||||||
Net income attributable to controlling interests
|
$ | 33,211 | $ | 1,699 | $ | 23,034 | $ | 130,920 | ||||||||
(Loss on) income from continuing operations attributable to controlling interests per common share—basic
|
$ | (0.60 | ) | $ | (0.19 | ) | $ | (1.21 | ) | $ | 0.13 | |||||
(Loss on) income from continuing operations attributable to controlling interests per common share—diluted
|
$ | (0.60 | ) | $ | (0.19 | ) | $ | (1.21 | ) | $ | 0.13 | |||||
Income from discontinued operations attributable to controlling interests per common share—basic
|
$ | 2.32 | $ | 0.27 | $ | 2.30 | $ | 4.72 | ||||||||
Income from discontinued operations attributable to controlling interests per common share—diluted
|
$ | 2.32 | $ | 0.27 | $ | 2.30 | $ | 4.70 | ||||||||
Net income attributable to controlling interests per common share—basic
|
$ | 1.72 | $ | 0.08 | $ | 1.09 | $ | 4.85 | ||||||||
Net income attributable to controlling interests per common share—diluted
|
$ | 1.72 | $ | 0.08 | $ | 1.09 | $ | 4.83 |
For the Three Months Ended September 30,
|
For the Nine Months Ended September 30,
|
|||||||||||||||
2012
|
2011
|
2012
|
2011
|
|||||||||||||
Net income
|
$ | 32,924 | $ | 1,422 | $ | 22,462 | $ | 131,933 | ||||||||
Other comprehensive income:
|
||||||||||||||||
Foreign currency translation adjustment
|
867 | (314 | ) | 1,212 | 2,079 | |||||||||||
Reclassifications of foreign currency translation adjustment to consolidated statements of operations
|
(19 | ) | - | (19 | ) | 2,301 | ||||||||||
Income tax (expense) benefit related to other comprehensive income
|
(48 | ) | 91 | (31 | ) | 45 | ||||||||||
Comprehensive income
|
33,724 | 1,199 | 23,624 | 136,358 | ||||||||||||
Comprehensive loss (income) attributable to noncontrolling interests
|
287 | 277 | 572 | (1,013 | ) | |||||||||||
Comprehensive income attributable to controlling interests
|
$ | 34,011 | $ | 1,476 | $ | 24,196 | $ | 135,345 |
Common Stock
|
||||||||||||||||||||||||||||||||
Shares Issued
|
Amount
|
Additional Paid-In Capital
|
Treasury Stock
|
Accumulated Other Comprehensive Loss
|
Retained Deficit
|
Noncontrolling Interests
|
Total Equity
|
|||||||||||||||||||||||||
Balance at December 31, 2011
|
31,997,581 | $ | - | $ | 294,246 | $ | (187,615 | ) | $ | (2,257 | ) | $ | (28,257 | ) | $ | 211 | $ | 76,328 | ||||||||||||||
Use of treasury stock for stock-based compensation plans
|
(118,277 | ) | - | (944 | ) | 5,169 | - | (4,225 | ) | - | - | |||||||||||||||||||||
Compensatory stock issuances
|
109,777 | - | - | - | - | - | - | - | ||||||||||||||||||||||||
Amortization of deferred stock-based compensation costs
|
- | - | 235 | - | - | - | - | 235 | ||||||||||||||||||||||||
Purchase of treasury stock
|
- | - | - | (196 | ) | - | - | - | (196 | ) | ||||||||||||||||||||||
Redemption and retirement of shares
|
(16,569,902 | ) | - | (82,500 | ) | 182,642 | - | (182,642 | ) | - | (82,500 | ) | ||||||||||||||||||||
Net income
|
- | - | - | - | - | 23,034 | (572 | ) | 22,462 | |||||||||||||||||||||||
Foreign currency translation adjustment, net of tax
|
- | - | - | - | 1,162 | - | - | 1,162 | ||||||||||||||||||||||||
Balance at September 30, 2012
|
15,419,179 | $ | - | $ | 211,037 | $ | - | $ | (1,095 | ) | $ | (192,090 | ) | $ | (361 | ) | $ | 17,491 |
For the Nine Months Ended September 30,
|
||||||||
2012
|
2011
|
|||||||
Operating activities
|
||||||||
Net income
|
$ | 22,462 | $ | 131,933 | ||||
Adjustments to reconcile net income to net cash provided by operating activities:
|
||||||||
Depreciation, amortization and accretion, net
|
2,193 | 5,698 | ||||||
Losses upon charge off of loans and fees receivable recorded at fair value
|
81,693 | 117,209 | ||||||
Provision for losses on loans and fees receivable
|
16,402 | 17,550 | ||||||
Accretion of discount on convertible senior notes
|
2,287 | 5,112 | ||||||
Stock-based compensation expense
|
235 | 2,337 | ||||||
Unrealized gain on loans and fees receivable and underlying notes payable held at fair value
|
(57,754 | ) | (83,657 | ) | ||||
Other-than-temporary declines in investments in non-marketable debt securities
|
- | 5,330 | ||||||
Unrealized loss on securities
|
287 | 358 | ||||||
Gain on repurchase of convertible senior notes
|
- | (607 | ) | |||||
Income from equity-method investments
|
(9,912 | ) | (28,757 | ) | ||||
Gain on buy-out of equity-method investee members
|
- | (619 | ) | |||||
Net gain on sale of subsidiary operations
|
(49,579 | ) | (101,359 | ) | ||||
Changes in assets and liabilities, exclusive of business acquisitions:
|
||||||||
Decrease (increase) in uncollected fees on earning assets
|
15,905 | (9,862 | ) | |||||
Decrease in JRAS auto loans receivable
|
3,481 | 10,702 | ||||||
Decrease in deferred costs
|
409 | - | ||||||
Increase in income tax liability
|
2,294 | 39 | ||||||
Decrease in prepaid expenses
|
606 | 8,058 | ||||||
(Decrease) increase in accounts payable and accrued expenses
|
(5,087 | ) | 14,017 | |||||
Other
|
707 | (278 | ) | |||||
Net cash provided by operating activities
|
26,629 | 93,204 | ||||||
Investing activities
|
||||||||
Decrease in restricted cash
|
9,602 | 12,349 | ||||||
Investment in equity-method investees
|
(1,354 | ) | (34,336 | ) | ||||
Proceeds from equity-method investees
|
20,310 | 17,553 | ||||||
Investments in earning assets
|
(190,141 | ) | (562,253 | ) | ||||
Proceeds from earning assets
|
230,177 | 763,819 | ||||||
Investments in subsidiaries
|
(3,514 | ) | - | |||||
Net cash associated with newly acquired consolidated subsidiaries
|
- | 1,025 | ||||||
Proceeds from sale of subsidiary operations
|
99,029 | 147,449 | ||||||
Purchases and development of property, net of disposals
|
(1,909 | ) | (1,390 | ) | ||||
Net cash provided by investing activities
|
162,200 | 344,216 | ||||||
Financing activities
|
||||||||
Noncontrolling interests contributions, net
|
- | 600 | ||||||
Purchase of outstanding stock subject to tender offer
|
(82,500 | ) | (105,000 | ) | ||||
Purchase of treasury stock
|
(196 | ) | (1,714 | ) | ||||
Purchases of noncontrolling interests
|
- | (4,067 | ) | |||||
Proceeds from borrowings
|
18,578 | 9,697 | ||||||
Repayment of borrowings
|
(221,914 | ) | (306,127 | ) | ||||
Net cash used in financing activities
|
(286,032 | ) | (406,611 | ) | ||||
Effect of exchange rate changes on cash
|
215 | 986 | ||||||
Net (decrease) increase in unrestricted cash
|
(96,988 | ) | 31,795 | |||||
Unrestricted cash and cash equivalents at beginning of period
|
144,913 | 85,350 | ||||||
Unrestricted cash and cash equivalents at end of period
|
$ | 47,925 | $ | 117,145 | ||||
Supplemental cash flow information
|
||||||||
Unrestricted cash included in assets held for sale
|
$ | - | $ | 11,149 | ||||
Cash paid for interest
|
$ | 25,596 | $ | 29,894 | ||||
Net cash income tax payments
|
$ | 52 | $ | 5,891 | ||||
Supplemental non-cash information
|
||||||||
Notes payable associated with capital leases
|
$ | 218 | $ | - |
1.
|
Basis of Presentation
|
2.
|
Significant Accounting Policies and Consolidated Financial Statement Components
|
Balance at December 31, 2011
|
Additions
|
Subtractions
|
Assets Sold
|
Balance at September 30, 2012
|
||||||||||||||||
Loans and fees receivable, gross
|
$ | 119.3 | $ | 137.9 | $ | (146.0 | ) | $ | (18.6 | ) | $ | 92.6 | ||||||||
Deferred revenue
|
(8.0 | ) | (20.0 | ) | 19.4 | $ | - | (8.6 | ) | |||||||||||
Allowance for uncollectible loans and fees receivable
|
(14.7 | ) | (16.4 | ) | 12.7 | $ | 3.6 | (14.8 | ) | |||||||||||
Loans and fees receivable, net
|
$ | 96.6 | $ | 101.5 | $ | (113.9 | ) | $ | (15.0 | ) | $ | 69.2 | ||||||||
Balance at December 31, 2010
|
Additions
|
Subtractions
|
Transfer to Assets Held for Sale
|
Balance at September 30, 2011
|
||||||||||||||||
Loans and fees receivable, gross
|
$ | 227.7 | $ | 317.5 | $ | (376.2 | ) | $ | (42.3 | ) | $ | 126.7 | ||||||||
Deferred revenue
|
(20.5 | ) | (33.3 | ) | 38.2 | 5.8 | (9.8 | ) | ||||||||||||
Allowance for uncollectible loans and fees receivable
|
(37.6 | ) | (7.1 | ) | 24.5 | 4.0 | (16.2 | ) | ||||||||||||
Loans and fees receivable, net
|
$ | 169.6 | $ | 277.1 | $ | (313.5 | ) | $ | (32.5 | ) | $ | 100.7 |
For the Three Months Ended September 30, 2012
|
Credit Cards
|
Micro-Loans
|
Auto Finance
|
Other
|
Total
|
|||||||||||||||
Allowance for uncollectible loans and fees receivable
:
|
||||||||||||||||||||
Balance at beginning of period
|
$ | (10.5 | ) | $ | (0.2 | ) | $ | (4.5 | ) | $ | (1.8 | ) | $ | (17.0 | ) | |||||
Provision for loan losses (includes $0.7 million of provision netted within income from discontinued operations)
|
(4.1 | ) | (0.5 | ) | (0.3 | ) | (1.2 | ) | (6.1 | ) | ||||||||||
Charge offs
|
3.4 | 0.3 | 1.4 | 0.4 | 5.5 | |||||||||||||||
Recoveries
|
(0.1 | ) | - | (0.7 | ) | - | (0.8 | ) | ||||||||||||
Sale of Assets
|
3.6 | - | - | - | 3.6 | |||||||||||||||
Balance at end of period
|
$ | (7.7 | ) | $ | (0.4 | ) | $ | (4.1 | ) | $ | (2.6 | ) | $ | (14.8 | ) | |||||
For the Nine Months Ended September 30, 2012
|
Credit Cards
|
Micro-Loans
|
Auto Finance
|
Other
|
Total
|
|||||||||||||||
Allowance for uncollectible loans and fees receivable
:
|
||||||||||||||||||||
Balance at beginning of period
|
$ | (4.0 | ) | $ | (1.1 | ) | $ | (8.4 | ) | $ | (1.2 | ) | $ | (14.7 | ) | |||||
Provision for loan losses (includes $2.6 million of provision netted within income from discontinued operations)
|
(13.0 | ) | (2.3 | ) | 1.0 | (2.1 | ) | (16.4 | ) | |||||||||||
Charge offs
|
6.4 | 3.0 | 6.1 | 0.7 | 16.2 | |||||||||||||||
Recoveries
|
(0.7 | ) | - | (2.8 | ) | - | (3.5 | ) | ||||||||||||
Sale of Assets
|
3.6 | - | - | - | 3.6 | |||||||||||||||
Balance at end of period
|
$ | (7.7 | ) | $ | (0.4 | ) | $ | (4.1 | ) | $ | (2.6 | ) | $ | (14.8 | ) | |||||
Balance at end of period individually evaluated for impairment
|
$ | - | $ | - | $ | - | $ | - | $ | - | ||||||||||
Balance at end of period collectively evaluated for impairment
|
$ | (7.7 | ) | $ | (0.4 | ) | $ | (4.1 | ) | $ | (2.6 | ) | $ | (14.8 | ) | |||||
Loans and fees receivable:
|
||||||||||||||||||||
Loans and fees receivable, gross
|
$ | 9.9 | $ | 1.2 | $ | 68.4 | $ | 13.1 | $ | 92.6 | ||||||||||
Loans and fees receivable individually evaluated for impairment
|
$ | - | $ | - | $ | 0.1 | $ | - | $ | 0.1 | ||||||||||
Loans and fees receivable collectively evaluated for impairment
|
$ | 9.9 | $ | 1.2 | $ | 68.3 | $ | 13.1 | $ | 92.5 |
For the Three Months Ended September 30, 2011
|
Credit Cards
|
Micro-Loans
|
Auto Finance
|
Other
|
Total
|
|||||||||||||||
Allowance for uncollectible loans and fees receivable
:
|
||||||||||||||||||||
Balance at beginning of period
|
$ | (2.8 | ) | $ | (0.8 | ) | $ | (15.0 | ) | $ | (0.4 | ) | $ | (19.0 | ) | |||||
Provision for loan losses (includes $1.1 million of provision netted within income from discontinued operations)
|
(1.3 | ) | (0.9 | ) | 1.2 | (0.2 | ) | (1.2 | ) | |||||||||||
Charge offs
|
0.8 | 0.9 | 4.1 | - | 5.8 | |||||||||||||||
Recoveries
|
(0.2 | ) | - | (1.6 | ) | - | (1.8 | ) | ||||||||||||
Transfer to assets held for sale
|
- | - | - | - | - | |||||||||||||||
Sale of assets
|
- | - | - | - | - | |||||||||||||||
Balance at end of period
|
$ | (3.5 | ) | $ | (0.8 | ) | $ | (11.3 | ) | $ | (0.6 | ) | $ | (16.2 | ) | |||||
For the Nine Months Ended September 30, 2011
|
Credit Cards
|
Micro-Loans
|
Auto Finance
|
Other
|
Total
|
|||||||||||||||
Allowance for uncollectible loans and fees receivable
:
|
||||||||||||||||||||
Balance at beginning of period
|
$ | (4.0 | ) | $ | (5.2 | ) | $ | (28.3 | ) | $ | (0.1 | ) | $ | (37.6 | ) | |||||
Provision for loan losses (includes $7.4 million of provision netted within income from discontinued operations)
|
(2.5 | ) | (7.1 | ) | 3.0 | (0.5 | ) | (7.1 | ) | |||||||||||
Charge offs
|
3.8 | 7.9 | 18.6 | - | 30.3 | |||||||||||||||
Recoveries
|
(0.8 | ) | (0.4 | ) | (5.3 | ) | - | (6.5 | ) | |||||||||||
Transfer to assets held for sale
|
- | 4.0 | - | - | 4.0 | |||||||||||||||
Sale of assets
|
- | - | 0.7 | - | 0.7 | |||||||||||||||
Balance at end of period
|
$ | (3.5 | ) | $ | (0.8 | ) | $ | (11.3 | ) | $ | (0.6 | ) | $ | (16.2 | ) | |||||
Balance at end of period individually evaluated for impairment
|
$ | - | $ | - | $ | (0.3 | ) | $ | - | $ | (0.3 | ) | ||||||||
Balance at end of period collectively evaluated for impairment
|
$ | (3.5 | ) | $ | (0.8 | ) | $ | (11.0 | ) | $ | (0.6 | ) | $ | (15.9 | ) | |||||
Loans and fees receivable:
|
||||||||||||||||||||
Loans and fees receivable, gross
|
$ | 18.6 | $ | 2.2 | $ | 103.5 | $ | 2.4 | $ | 126.7 | ||||||||||
Loans and fees receivable individually evaluated for impairment
|
$ | - | $ | - | $ | 0.6 | $ | - | $ | 0.6 | ||||||||||
Loans and fees receivable collectively evaluated for impairment
|
$ | 18.6 | $ | 2.2 | $ | 102.9 | $ | 2.4 | $ | 126.1 |
As of
|
||||||||
September 30,
|
December 31,
|
|||||||
2012
|
2011
|
|||||||
Current loans receivable
|
$ | 74.3 | $ | 100.9 | ||||
Current fees receivable
|
1.4 | 1.9 | ||||||
Delinquent loans and fees receivable
|
16.9 | 16.5 | ||||||
Loans and fees receivable, gross
|
$ | 92.6 | $ | 119.3 |
As of September 30, 2012
|
Credit Cards
|
Micro-Loans
|
Auto Finance
|
Other
|
Total
|
|||||||||||||||
30-59 days past due
|
$ | 0.7 | $ | 0.1 | $ | 5.4 | $ | 0.5 | $ | 6.7 | ||||||||||
60-89 days past due
|
1.0 | 0.2 | 2.0 | 0.3 | 3.5 | |||||||||||||||
Greater than 90 days past due
|
4.2 | 0.2 | 1.6 | 0.7 | 6.7 | |||||||||||||||
Delinquent loans and fees receivable, gross
|
5.9 | 0.5 | 9.0 | 1.5 | 16.9 | |||||||||||||||
Current loans and fees receivable, gross
|
4.0 | 0.7 | 59.4 | 11.6 | 75.7 | |||||||||||||||
Total loans and fees receivable, gross
|
$ | 9.9 | $ | 1.2 | $ | 68.4 | $ | 13.1 | $ | 92.6 | ||||||||||
Balance of loans greater than 90-days delinquent still accruing interest and fees
|
$ | - | $ | - | $ | 0.5 | $ | - | $ | 0.5 | ||||||||||
As of December 31, 2011
|
Credit Cards
|
Micro-Loans
|
Auto Finance
|
Other
|
Total
|
|||||||||||||||
30-59 days past due
|
$ | 0.8 | $ | 0.7 | $ | 6.9 | $ | - | $ | 8.4 | ||||||||||
60-89 days past due
|
0.7 | 0.6 | 2.5 | - | 3.8 | |||||||||||||||
Greater than 90 days past due
|
1.5 | 0.9 | 1.9 | - | 4.3 | |||||||||||||||
Delinquent loans and fees receivable, gross
|
3.0 | 2.2 | 11.3 | - | 16.5 | |||||||||||||||
Current loans and fees receivable, gross
|
17.5 | 0.9 | 80.2 | 4.2 | 102.8 | |||||||||||||||
Total loans and fees receivable, gross
|
$ | 20.5 | $ | 3.1 | $ | 91.5 | $ | 4.2 | $ | 119.3 | ||||||||||
Balance of loans greater than 90-days delinquent still accruing interest and fees
|
$ | - | $ | - | $ | 1.3 | $ | - | $ | 1.3 |
For the Three Months Ended September 30,
|
For the Nine Months Ended September 30,
|
|||||||||||||||
2012
|
2011
|
2012
|
2011
|
|||||||||||||
Unrecovered balance at beginning of period
|
$ | 59,489 | $ | 31,280 | $ | 37,110 | $ | 29,889 | ||||||||
Acquisitions of defaulted accounts
|
1,258 | 19,191 | 47,958 | 38,675 | ||||||||||||
Cash collections
|
(9,976 | ) | (20,948 | ) | (62,614 | ) | (60,804 | ) | ||||||||
Cost-recovery method income recognized on defaulted accounts (included as a component of discontinued operations on our consolidated statements of operations)
|
4,833 | 10,295 | 33,150 | 32,058 | ||||||||||||
Sale of unrecovered balance
|
(55,604 | ) | - | (55,604 | ) | - | ||||||||||
Unrecovered balance at end of period
|
$ | - | $ | 39,818 | $ | - | $ | 39,818 |
As of
|
||||||||
September 30, 2012
|
December 31, 2011
|
|||||||
Held to maturity:
|
||||||||
Investments in non-marketable debt securities
|
$ | 70 | $ | 93 | ||||
Available for sale:
|
||||||||
Investments in non-marketable equity securities
|
1,941 | 2,075 | ||||||
Investments in non-marketable debt securities
|
4,204 | 3,884 | ||||||
Trading:
|
||||||||
Investments in marketable equity securities
|
- | 151 | ||||||
Total investments in securities
|
$ | 6,215 | $ | 6,203 |
For the Three Months September 30,
|
For the Nine Months September 30,
|
|||||||||||||||
2012
|
2011
|
2012
|
2011
|
|||||||||||||
Fees on credit products
|
$ | 5,316 | $ | 2,566 | $ | 12,310 | $ | 7,332 | ||||||||
Changes in fair value of loans and fees receivable recorded at fair value (1)
|
10,742 | 46,646 | 93,613 | 166,164 | ||||||||||||
Changes in fair value of notes payable associated with structured financings recorded at fair value
|
(10,469 | ) | (29,538 | ) | (35,859 | ) | (82,507 | ) | ||||||||
Gains on investments in securities
|
285 | (5,418 | ) | 49 | (5,277 | ) | ||||||||||
Loss on sale of JRAS assets
|
- | - | - | (4,648 | ) | |||||||||||
Other
|
(2,171 | ) | 499 | (2,112 | ) | 1,213 | ||||||||||
Total fees and related income on earning assets
|
$ | 3,703 | $ | 14,755 | $ | 68,001 | $ | 82,277 |
(1)
|
The above changes in fair value of loans and fees receivable recorded at fair value category excludes the impact of charge offs associated with these receivables which are
separately stated
on our consolidated statements of operations. See Note 7, “Fair values of Assets and Liabilities,” for further discussion of these receivables and their effects on our consolidated statements of operations.
|
3.
|
Discontinued Operations
|
For the Three Months September 30,
|
For the Nine Months September 30,
|
|||||||||||||||
2012
|
2011
|
2012
|
2011
|
|||||||||||||
Net interest income, fees and related income on earning assets
|
$ | 5,772 | $ | 27,363 | $ | 37,137 | $ | 103,559 | ||||||||
Gain on sale of assets
|
$ | 49,579 | - | $ | 49,579 | 103,706 | ||||||||||
Other operating expense
|
5,200 | 21,196 | 25,415 | 74,565 | ||||||||||||
Income before income taxes
|
50,151 | 6,167 | 61,301 | 132,700 | ||||||||||||
Income tax expense
|
(5,353 | ) | (42 | ) | (12,737 | ) | (4,142 | ) | ||||||||
Net income
|
$ | 44,798 | $ | 6,125 | $ | 48,564 | $ | 128,558 | ||||||||
Net income attributable to noncontrolling interests
|
$ | - | $ | - | $ | - | $ | 1,131 |
4.
|
Segment Reporting
|
Credit Cards
|
||||||||||||
and Other
|
Auto
|
|||||||||||
Three Months Ended September 30, 2012
|
Investments
|
Finance
|
Total
|
|||||||||
Net interest income, fees and related income on earning assets
|
$ | (1,490 | ) | $ | 4,001 | $ | 2,511 | |||||
Total other operating income
|
$ | 1,784 | $ | 144 | $ | 1,928 | ||||||
(Loss) income from continuing operations before income taxes
|
$ | (15,660 | ) | $ | (150 | ) | $ | (15,810 | ) | |||
Loans and fees receivable, gross
|
$ | 24,143 | $ | 68,372 | $ | 92,515 | ||||||
Loans and fees receivable, net
|
$ | 11,645 | $ | 57,522 | $ | 69,167 | ||||||
Loans and fees receivable held at fair value
|
$ | 187,692 | $ | - | $ | 187,692 | ||||||
Total assets
|
$ | 340,106 | $ | 66,506 | $ | 406,612 | ||||||
Credit Cards
|
||||||||||||
and Other
|
Auto
|
|||||||||||
Three Months Ended September 30, 2011
|
Investments
|
Finance
|
Total
|
|||||||||
Net interest income, fees and related income on earning assets
|
$ | 3,131 | $ | 8,300 | $ | 11,431 | ||||||
Total other operating income
|
$ | 8,834 | $ | 130 | $ | 8,964 | ||||||
(Loss) income from continuing operations before income taxes
|
$ | (7,293 | ) | $ | 3,209 | $ | (4,084 | ) | ||||
Loans and fees receivable, gross
|
$ | 23,172 | $ | 103,548 | $ | 126,720 | ||||||
Loans and fees receivable, net
|
$ | 18,079 | $ | 82,629 | $ | 100,708 | ||||||
Loans and fees receivable held at fair value
|
$ | 310,815 | $ | - | $ | 310,815 | ||||||
Total assets
|
$ | 618,566 | $ | 92,272 | $ | 710,838 |
Credit Cards
|
||||||||||||
and Other
|
Auto
|
|||||||||||
Nine Months Ended September 30, 2012
|
Investments
|
Finance
|
Total
|
|||||||||
Net interest income, fees and related income on earning assets
|
$ | 449 | $ | 15,217 | $ | 15,666 | ||||||
Total other operating income
|
$ | 14,717 | $ | 450 | $ | 15,167 | ||||||
(Loss) income from continuing operations before income taxes
|
$ | (37,292 | ) | $ | 799 | $ | (36,493 | ) | ||||
Credit Cards
|
||||||||||||
and Other
|
Auto
|
|||||||||||
Nine Months Ended September 30, 2011
|
Investments
|
Finance
|
Total
|
|||||||||
Net interest income, fees and related income on earning assets
|
$ | 27,631 | $ | 19,872 | $ | 47,503 | ||||||
Total other operating income
|
$ | 36,860 | $ | 386 | $ | 37,246 | ||||||
(Loss) income from continuing operations before income taxes
|
$ | 2,377 | $ | 2,741 | $ | 5,118 |
5.
|
Shareholders’ Equity
|
6.
|
Investments in Equity-Method Investees
|
As of
|
||||||||
September 30, 2012
|
December 31, 2011
|
|||||||
Loans and fees receivable pledged as collateral under structured financings, at fair value
|
$ | 58,406 | $ | 78,413 | ||||
Investments in non-marketable debt securities, at fair value
|
$ | 55,967 | $ | 81,639 | ||||
Total assets
|
$ | 128,598 | $ | 167,898 | ||||
Notes payable associated with structured financings, at fair value
|
$ | 35,513 | $ | 59,515 | ||||
Total liabilities
|
$ | 35,811 | $ | 59,909 | ||||
Members’ capital
|
$ | 92,787 | $ | 107,989 |
For the Three Months Ended September 30,
|
For the Nine Months Ended September 30,
|
|||||||||||||||
2012
|
2011
|
2012
|
2011
|
|||||||||||||
Net interest income, fees and related income on earning assets
|
$ | 695 | $ | 15,331 | $ | 22,066 | $ | 59,532 | ||||||||
Total other operating income
|
$ | (618 | ) | $ | 119 | $ | 311 | $ | 266 | |||||||
Net (loss) income
|
$ | (569 | ) | $ | 14,517 | $ | 20,135 | $ | 56,142 |
As of
|
||||||||
September 30, 2012
|
December 31, 2011
|
|||||||
Investments in non-marketable debt securities, at fair value
|
$ | 55,967 | $ | 81,639 | ||||
Total assets
|
$ | 56,490 | $ | 83,210 | ||||
Total liabilities
|
$ | - | $ | - | ||||
Members’ capital
|
$ | 56,490 | $ | 83,210 |
For the Three Months Ended September 30,
|
For the Nine Months Ended September 30,
|
|||||||||||||||
2012 | 2011 | 2012 | 2011 | |||||||||||||
Net interest income, fees and related income on earning assets
|
$ | 2,081 | $ | 8,761 | $ | 6,638 | $ | 53,203 | ||||||||
Net income
|
$ | 2,069 | $ | 8,787 | $ | 6,593 | $ | 53,115 |
7.
|
Fair Values of Assets and Liabilities
|
Quoted Prices in Active
|
Significant Other
|
Significant
|
Carrying Amount
of Assets
|
|||||||||||||
Markets for Identical
|
Observable Inputs
|
Unobservable
|
Measured at Fair
|
|||||||||||||
Assets – As of September 30, 2012
|
Assets (Level 1)
|
(Level 2)
|
Inputs (Level 3)
|
Value
|
||||||||||||
Investment securities—trading
|
$ | - | $ | - | $ | - | $ | - | ||||||||
Loans and fees receivable, at fair value
|
$ | - | $ | - | $ | 19,285 | $ | 19,285 | ||||||||
Loans and fees receivable pledged as collateral under structured financings, at fair value
|
$ | - | $ | - | $ | 168,407 | $ | 168,407 | ||||||||
Carrying Amount
|
||||||||||||||||
Quoted Prices in Active
|
Significant Other
|
Significant
|
of Assets
|
|||||||||||||
Markets for Identical
|
Observable Inputs
|
Unobservable
|
Measured at Fair
|
|||||||||||||
Assets – As of December 31, 2011
|
Assets (Level 1)
|
(Level 2)
|
Inputs (Level 3)
|
Value
|
||||||||||||
Investment securities—trading
|
$ | 151 | $ | - | $ | - | $ | 151 | ||||||||
Loans and fees receivable, at fair value
|
$ | - | $ | - | $ | 28,226 | $ | 28,226 | ||||||||
Loans and fees receivable pledged as collateral under structured financings, at fair value
|
$ | - | $ | - | $ | 238,763 | $ | 238,763 |
Receivable Pledged as
|
||||||||||||
Collateral under
|
||||||||||||
Loans and Fees
|
Structured
|
|||||||||||
Receivable, at
|
Financings, at Fair
|
|||||||||||
Fair Value
|
Value
|
Total
|
||||||||||
Balance at January 1, 2011
|
$ | 12,437 | $ | 373,155 | $ | 385,592 | ||||||
Transfers in due to consolidation of equity-method investees
|
- | 14,587 | 14,587 | |||||||||
Total gains—realized/unrealized:
|
||||||||||||
Net revaluations of loans and fees receivable pledged as collateral under structured financings, at fair value
|
- | 154,811 | 154,811 | |||||||||
Net revaluations of loans and fees receivable, at fair value
|
11,353 | - | 11,353 | |||||||||
Settlements, net
|
(18,095 | ) | (238,378 | ) | (256,473 | ) | ||||||
Impact of foreign currency translation
|
- | 945 | 945 | |||||||||
Net transfers between categories
|
29,305 | (29,305 | ) | - | ||||||||
Net transfers in and/or out of Level 3
|
- | - | - | |||||||||
Balance at September 30, 2011
|
$ | 35,000 | $ | 275,815 | $ | 310,815 | ||||||
Balance at January 1, 2012
|
$ | 28,226 | $ | 238,763 | $ | 266,989 | ||||||
Transfers in due to consolidation of equity-method investees
|
- | - | - | |||||||||
Total gains—realized/unrealized:
|
||||||||||||
Net revaluations of loans and fees receivable pledged as collateral under structured financings, at fair value
|
- | 83,041 | 83,041 | |||||||||
Net revaluations of loans and fees receivable, at fair value
|
10,572 | - | 10,572 | |||||||||
Settlements, net
|
(19,513 | ) | (156,730 | ) | (176,243 | ) | ||||||
Impact of foreign currency translation
|
- | 3,333 | 3,333 | |||||||||
Net transfers in and/or out of Level 3
|
- | - | - | |||||||||
Balance at September 30, 2012
|
$ | 19,285 | $ | 168,407 | $ | 187,692 |
Quantitative Information about Level 3 Fair Value Measurements
|
|||||||||
Fair Value at
|
|||||||||
September 30, 2012
|
Range
|
||||||||
Fair value measurements
|
(in thousands)
|
Valuation Technique
|
Unobservable Input
|
(Weighted Average)(1)
|
|||||
Loans and fees receivable, at fair value
|
$ | 19,285 |
Discounted cash flows
|
Gross yield
|
21.5 | % | |||
Principal payment rate
|
3.0 | % | |||||||
Expected credit loss rate
|
12.5 | % | |||||||
Servicing rate
|
7.5 | % | |||||||
Discount rate
|
16.0 | % | |||||||
Loans and fees receivable pledged as collateral under structured financings, at fair value
|
$ | 168,407 |
Discounted cash flows
|
Gross yield
|
11.2% to 24.8% (17.9%)
|
||||
Principal payment rate
|
1.6% to 5.2% (2.3%)
|
||||||||
Expected credit loss rate
|
11.0% to 23.4% (18.9%)
|
||||||||
Servicing rate
|
5.1% to 10.7% (5.9%)
|
||||||||
Discount rate
|
16.0% to 16.2% (16.0%)
|
Quoted Prices in
|
Carrying Amount
|
|||||||||||||||
Active Markets for
|
Significant Other
|
Significant
|
of Liabilities
|
|||||||||||||
Identical Assets
|
Observable Inputs
|
Unobservable Inputs
|
Measured at Fair
|
|||||||||||||
Liabilities
|
(Level 1)
|
(Level 2)
|
(Level 3)
|
Value
|
||||||||||||
Liabilities not measured at fair value on a recurring basis
|
||||||||||||||||
5.875% Convertible Senior Notes as of September 30, 2012
|
$ | - | $ | 55,089 | $ | - | $ | 94,744 | ||||||||
Liabilities measured at fair value on a recurring basis
|
||||||||||||||||
Interest rate swap underlying CAR facility as of September 30, 2012
|
$ | - | $ | 198 | $ | - | $ | 198 | ||||||||
Economic sharing arrangement liability as of September 30, 2012
|
$ | - | $ | - | $ | 996 | $ | 996 | ||||||||
Notes payable associated with structured financings, at fair value as of September 30, 2012
|
$ | - | $ | - | $ | 167,521 | $ | 167,521 | ||||||||
Notes payable associated with structured financings, at fair value as of December 31, 2011
|
$ | - | $ | - | $ | 241,755 | $ | 241,755 |
Notes Payable Associated with
|
||||||||
Structured Financings, at Fair Value
|
||||||||
2012
|
2011
|
|||||||
Beginning balance, January 1
|
$ | 241,755 | $ | 370,544 | ||||
Transfers in due to consolidation of equity-method investees
|
- | 15,537 | ||||||
Total (gains) losses—realized/unrealized:
|
||||||||
Net revaluations of notes payable associated with structured financings, at fair value
|
35,859 | 82,507 | ||||||
Repayments on outstanding notes payable, net
|
(113,144 | ) | (192,049 | ) | ||||
Impact of foreign currency translation
|
3,051 | 1,254 | ||||||
Net transfers in and/or out of Level 3
|
- | - | ||||||
Ending balance, September 30
|
$ | 167,521 | $ | 277,793 |
Loans and Fees
|
||||||||
Receivable Pledged as
|
||||||||
Loans and Fees
|
Collateral under
|
|||||||
Receivable at
|
Structured Financings
|
|||||||
As of September 30, 2012
|
Fair Value
|
at Fair Value
|
||||||
Aggregate unpaid principal balance within loans and fees receivable that are reported at fair value
|
$ | 23,884 | $ | 221,954 | ||||
Aggregate fair value of loans and fees receivable that are reported at fair value
|
$ | 19,285 | $ | 168,407 | ||||
Aggregate fair value of receivables carried at fair value that are 90 days or more past due (which also coincides with finance charge and fee non-accrual policies)
|
$ | 44 | $ | 1,489 | ||||
Aggregate excess of balance of unpaid principal receivables within loans and fees receivable that are reported at fair value and are 90 days or more past due (which also coincides with finance charge and fee non-accrual policies) over the fair value of such loans and fees receivable
|
$ | 1,263 | $ | 9,603 |
Loans and Fees
|
||||||||
Receivable Pledged as
|
||||||||
Loans and Fees
|
Collateral under
|
|||||||
Receivable at
|
Structured Financings
|
|||||||
As of December 31, 2011
|
Fair Value
|
at Fair Value
|
||||||
Aggregate unpaid principal balance within loans and fees receivable that are reported at fair value
|
$ | 37,272 | $ | 367,227 | ||||
Aggregate fair value of loans and fees receivable that are reported at fair value
|
$ | 28,226 | $ | 238,763 | ||||
Aggregate fair value of receivables carried at fair value that are 90 days or more past due (which also coincides with finance charge and fee non-accrual policies)
|
$ | 66 | $ | 1,041 | ||||
Aggregate excess of balance of unpaid principal receivables within loans and fees receivable that are reported at fair value and are 90 days or more past due (which also coincides with finance charge and fee non-accrual policies) over the fair value of such loans and fees receivable
|
$ | 3,004 | $ | 28,359 |
Notes Payable
|
Notes Payable
|
|||||||
Associated with
|
Associated with
|
|||||||
Structured Financings,
|
Structured Financings,
|
|||||||
at Fair Value as of
|
at Fair Value as of
|
|||||||
Notes Payable
|
September 30, 2012
|
December 31, 2011
|
||||||
Aggregate unpaid principal balance of notes payable
|
$ | 310,205 | $ | 420,936 | ||||
Aggregate fair value of notes payable
|
$ | 167,521 | $ | 241,755 |
8.
|
Convertible Senior Notes and Notes Payable
|
As of
|
||||||||
September 30, 2012
|
December 31, 2011
|
|||||||
Face amount of 3.625% convertible senior notes due 2025
|
$ | 450 | $ | 83,943 | ||||
Face amount of 5.875% convertible senior notes due 2035
|
139,467 | 139,467 | ||||||
Discount
|
(44,723 | ) | (47,010 | ) | ||||
Net carrying value
|
$ | 95,194 | $ | 176,400 | ||||
Carrying amount of equity component included in additional paid-in capital
|
$ | 108,714 | $ | 108,714 | ||||
Excess of instruments’ if-converted values over face principal amounts
|
$ | - | $ | - |
Carrying Amounts at Fair Value as of
|
||||||||
September 30, 2012
|
December 31, 2011
|
|||||||
Amortizing securitization facility issued out of our upper-tier originated portfolio master trust (expiring June 2013), outstanding face amount of $217.7 million bearing interest at a weighted average 3.3% interest rate, which is secured by credit card receivables and restricted cash aggregating $110.4 million in carrying amount
|
$ | 110.4 | $ | 154.1 | ||||
Amortizing term securitization facility (denominated and referenced in U.K. sterling and expiring April 2014) issued out of our U.K. Portfolio securitization trust, outstanding face amount of $91.2 million bearing interest at a weighted average 4.9% interest rate, which is secured by credit card receivables and restricted cash aggregating $59.8 million in carrying amount
|
56.0 | 81.6 | ||||||
Amortizing term structured financing facility (expiring January 2015) issued out of a trust underlying a portfolio acquisition by one of our former equity investees, the controlling interests in which we acquired in February 2011, such facility having an outstanding face amount of $1.2 million, bearing interest at a weighted average 2.0% interest rate and being secured by credit card receivables and restricted cash aggregating $5.6 million in carrying amount and the repayment of which occurred in November 2012
|
1.1 | 6.1 | ||||||
Total structured financing notes reported at fair value that are secured by credit card receivables and to which we are subordinated
|
$ | 167.5 | $ | 241.8 |
|
Notes Payable Associated with Structured Financings, at Face Value
|
As of
|
||||||||
September 30, 2012
|
December 31, 2011
|
|||||||
Amortizing debt facility (expiring November 6, 2016) at a minimum fixed rate of 15% at September 30, 2012 that is secured by our ACC Auto Finance segment receivables and restricted cash with an aggregate carrying amount of $12.6 million (1)
|
$ | 7.2 | $ | 20.4 | ||||
Amortizing debt facility, the repayment of which occurred during the three months ended September 2012 (2)
|
- | 2.6 | ||||||
Vendor-financed software and equipment purchases (expiring September 2014) at an implied rate of 15%, that are secured by certain equipment
|
0.2 | - | ||||||
Investment in Previously Charged-Off Receivables segment’s asset-backed financing, the repayment of which occurred during the three months ended June 30, 2012
|
- | 0.2 | ||||||
Total asset-backed structured financing notes outstanding
|
$ | 7.4 | $ | 23.2 |
(1)
|
The terms of this lending agreement provide for the application of all excess cash flows from the underlying auto finance receivables portfolio (above and beyond interest costs and contractual servicing compensation to our outsourced third-party servicer) to reduce outstanding debt balances. In addition, 37.5% of any cash flows (net of contractual servicing compensation) generated on the auto finance receivables portfolio after repayment of the notes will be allocated to the note holders as additional compensation for the use of their capital. Based on current estimates of this additional compensation, we currently are accruing interest expense on this loan at a 25.8% effective interest rate, and our liability for such accrued interest grew from $1.5 million as of December 31, 2011 to $3.7 million as of September 30, 2012. This liability is included as a component of the debt facility balance listed above.
|
(2)
|
In connection with our sale of JRAS’s operations in February 2011, we received a $2.4 million note secured by JRAS’s assets, we retained receivables with a September 30, 2012 carrying amount of $0.8 million that were originated while JRAS was under our ownership, we pledged those receivables as security for a then $9.4 million non-recourse loan to us, and we contracted with JRAS to service those receivables on our behalf. This non-recourse loan was repaid in August of 2012 and the remaining receivables are now serviced by our CAR subsidiary.
|
9.
|
Commitments and Contingencies
|
10.
|
Net Income Attributable to Controlling Interests Per Common Share
|
For the Three Months Ended September 30,
|
For the Nine Months Ended September 30,
|
|||||||||||||||
2012
|
2011
|
2012
|
2011
|
|||||||||||||
Numerator:
|
||||||||||||||||
(Loss on) income from continuing operations attributable to controlling interests
|
$ | (11,587 | ) | $ | (4,426 | ) | $ | (25,530 | ) | $ | 3,491 | |||||
Income from discontinued operations attributable to controlling interests
|
$ | 44,798 | $ | 6,125 | $ | 48,564 | $ | 127,429 | ||||||||
Net income attributable to controlling interests
|
$ | 33,211 | $ | 1,699 | $ | 23,034 | $ | 130,920 | ||||||||
Denominator:
|
||||||||||||||||
Basic (including unvested share-based payment awards) (1)
|
19,306 | 22,497 | 21,092 | 26,987 | ||||||||||||
Effect of dilutive stock compensation arrangements (2)
|
20 | 63 | 52 | 115 | ||||||||||||
Diluted (including unvested share-based payment awards) (1)
|
19,326 | 22,560 | 21,144 | 27,102 | ||||||||||||
(Loss on) income from continuing operations attributable to controlling interests per common share—basic
|
$ | (0.60 | ) | $ | (0.19 | ) | $ | (1.21 | ) | $ | 0.13 | |||||
(Loss on) income from continuing operations attributable to controlling interests per common share—diluted
|
$ | (0.60 | ) | $ | (0.19 | ) | $ | (1.21 | ) | $ | 0.13 | |||||
Income from discontinued operations attributable to controlling interests per common share—basic
|
$ | 2.32 | $ | 0.27 | $ | 2.30 | $ | 4.72 | ||||||||
Income from discontinued operations attributable to controlling interests per common share—diluted
|
$ | 2.32 | $ | 0.27 | $ | 2.30 | $ | 4.70 | ||||||||
Net income attributable to controlling interests per common share—basic
|
$ | 1.72 | $ | 0.08 | $ | 1.09 | $ | 4.85 | ||||||||
Net income attributable to controlling interests per common share—diluted
|
$ | 1.72 | $ | 0.08 | $ | 1.09 | $ | 4.83 |
(1)
|
Shares related to unvested share-based payment awards we included in our basic and diluted share counts are as follows: 76,500 and 81,883 shares for the three and nine months ended September 30, 2012, respectively, compared to 88,370 and 231,857 shares for the three and nine months ended September 30, 2011, respectively.
|
(2)
|
The effect of dilutive options is shown only for informational purposes where we are in a net loss position. In such situations, the effect of including outstanding options and restricted stock would be anti-dilutive, and they are thus excluded from all loss period calculations.
|
11.
|
Stock-Based Compensation
|
For the Nine Months Ended September 30, 2012
|
||||||||||||||||
Weighted-
|
Weighted-
|
Aggregate
|
||||||||||||||
Number of
|
Average
|
Average of Remaining
|
Intrinsic
|
|||||||||||||
Shares
|
Exercise Price
|
Contractual Life
|
Value
|
|||||||||||||
Outstanding at December 31, 2011
|
570,000 | $ | 39.24 | |||||||||||||
Issued/Cancelled/Forfeited
|
(70,000 | ) | - | |||||||||||||
Outstanding at September 30, 2012
|
500,000 | $ | 40.99 | 0.6 | $ | - | ||||||||||
Exercisable at September 30, 2012
|
500,000 | $ | 40.99 | 0.6 | $ | - | ||||||||||
For the Nine Months Ended September 30, 2011
|
||||||||||||||||
Weighted-
|
Weighted-
|
Aggregate
|
||||||||||||||
Number of
|
Average
|
Average of Remaining
|
Intrinsic
|
|||||||||||||
Shares
|
Exercise Price
|
Contractual Life
|
Value
|
|||||||||||||
Outstanding at December 31, 2010
|
570,000 | $ | 39.24 | |||||||||||||
Issued/Cancelled/Forfeited
|
- | - | ||||||||||||||
Outstanding at September 30, 2011
|
570,000 | $ | 39.24 | 1.7 | $ | - | ||||||||||
Exercisable at September 30, 2011
|
570,000 | $ | 39.24 | 1.7 | $ | - |
MANAGEMENT’S DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION AND RESULTS OF OPERATIONS
|
Income
|
||||||||||||
For the Three Months Ended September 30,
|
Increases (Decreases)
|
|||||||||||
(In Thousands)
|
2012
|
2011
|
from 2011 to 2012
|
|||||||||
Total interest income
|
$ | 20,377 | $ | 35,073 | $ | (14,696 | ) | |||||
Interest expense
|
(7,406 | ) | (10,282 | ) | 2,876 | |||||||
Fees and related income on earning assets:
|
||||||||||||
Fees on credit products
|
5,316 | 2,566 | 2,750 | |||||||||
Changes in fair value of loans and fees receivable recorded at fair value
|
10,742 | 46,646 | (35,904 | ) | ||||||||
Changes in fair value of notes payable associated with structured financings recorded at fair value
|
(10,469 | ) | (29,538 | ) | 19,069 | |||||||
Gains (losses) on investments in securities
|
285 | (5,418 | ) | 5,703 | ||||||||
Loss on sale of JRAS assets
|
- | - | - | |||||||||
Other
|
(2,171 | ) | 499 | (2,670 | ) | |||||||
Other operating income:
|
||||||||||||
Servicing income
|
1,002 | 767 | 235 | |||||||||
Ancillary and interchange revenues
|
570 | 1,429 | (859 | ) | ||||||||
Gain on repurchase of convertible senior notes
|
- | 138 | (138 | ) | ||||||||
Gain on buy-out of equity-method investee members
|
- | - | - | |||||||||
Equity in income equity-method investees
|
356 | 6,630 | (6,274 | ) | ||||||||
Total
|
$ | 18,602 | $ | 48,510 | (29,908 | ) | ||||||
Losses upon charge off of loans and fees receivable recorded at fair value
|
8,790 | 28,019 | 19,229 | |||||||||
Provision for losses on loans and fees receivable recorded at net realizable value
|
5,373 | 96 | (5,277 | ) | ||||||||
Operating expenses:
|
||||||||||||
Salaries and benefits
|
2,523 | 4,520 | 1,997 | |||||||||
Card and loan servicing
|
10,428 | 11,043 | 615 | |||||||||
Marketing and solicitation
|
223 | 1,181 | 958 | |||||||||
Depreciation
|
1,518 | 504 | (1,014 | ) | ||||||||
Other
|
5,557 | 7,231 | 1,674 | |||||||||
Net income
|
32,924 | 1,422 | 31,502 | |||||||||
Net loss attributable to noncontrolling interests
|
287 | 277 | 10 | |||||||||
Net income attributable to controlling interests
|
33,211 | 1,699 | 31,512 |
Income
|
||||||||||||
For the Nine Months Ended September 30,
|
Increases (Decreases)
|
|||||||||||
(In Thousands)
|
2012
|
2011
|
from 2011 to 2012
|
|||||||||
Total interest income
|
$ | 68,768 | $ | 115,372 | $ | (46,604 | ) | |||||
Interest expense
|
(25,582 | ) | (33,262 | ) | 7,680 | |||||||
Fees and related income on earning assets:
|
||||||||||||
Fees on credit products
|
12,310 | 7,332 | 4,978 | |||||||||
Changes in fair value of loans and fees receivable recorded at fair value
|
93,613 | 166,164 | (72,551 | ) | ||||||||
Changes in fair value of notes payable associated with structured financings recorded at fair value
|
(35,859 | ) | (82,507 | ) | 46,648 | |||||||
Gains (losses) on investments in securities
|
49 | (5,277 | ) | 5,326 | ||||||||
Loss on sale of JRAS assets
|
- | (4,648 | ) | 4,648 | ||||||||
Other
|
(2,112 | ) | 1,213 | (3,325 | ) | |||||||
Other operating income:
|
||||||||||||
Servicing income
|
3,234 | 2,593 | 641 | |||||||||
Ancillary and interchange revenues
|
2,021 | 4,670 | (2,649 | ) | ||||||||
Gain on repurchase of convertible senior notes
|
- | 607 | (607 | ) | ||||||||
Gain on buy-out of equity-method investee members
|
- | 619 | (619 | ) | ||||||||
Equity in income equity-method investees
|
9,912 | 28,757 | (18,845 | ) | ||||||||
Total
|
$ | 126,354 | $ | 201,633 | (75,279 | ) | ||||||
Losses upon charge off of loans and fees receivable recorded at fair value
|
81,693 | 117,209 | 35,516 | |||||||||
Provision for losses on loans and fees receivable recorded at net realizable value
|
13,828 | (325 | ) | (14,153 | ) | |||||||
Operating expenses:
|
||||||||||||
Salaries and benefits
|
12,990 | 16,545 | 3,555 | |||||||||
Card and loan servicing
|
31,618 | 36,018 | 4,400 | |||||||||
Marketing and solicitation
|
1,669 | 2,386 | 717 | |||||||||
Depreciation
|
2,294 | 4,232 | 1,938 | |||||||||
Other
|
18,755 | 20,450 | 1,695 | |||||||||
Net income
|
22,462 | 131,933 | (109,471 | ) | ||||||||
Net loss (income) attributable to noncontrolling interests
|
572 | (1,013 | ) | 1,585 | ||||||||
Net income attributable to controlling interests
|
23,034 | 130,920 | (107,886 | ) |
·
|
slight 2012 increases in fees earned on our credit products, principally due to billings on test accounts in the U.K. offset by continued credit card receivables liquidations;
|
·
|
“Other” category losses arising in 2012 due to operating losses incurred by a small coal mining operation we were required to consolidate in the fourth quarter of 2011 based on workout efforts we have undertaken related to a loan we made to the mining operation;
|
·
|
our recognition of a $4.6 million loss in the three months ended March 31, 2011 corresponding to our sale of certain assets associated with our JRAS operations; and
|
·
|
our recognition of a $3.4 million loss in the three months ended September 30, 2011 on an investment that we made in non-marketable debt securities—such loss representing 100% of the face amount of the notes that we held from the issuer of the notes based on an other-than-temporary decline in their value, and our recognition of another $1.9 million loss in the three months ended September 30, 2011 due to an other-than-temporary decline in the value of another issuer’s non-marketable debt securities in which we had previously invested.
|
·
|
diminished salaries and benefits costs resulting from our ongoing cost-cutting efforts as we continue to adjust our internal operations to reflect the declining size of our existing portfolios;
|
·
|
lower card and loan servicing expenses reflecting the effects of continuing credit card and auto finance receivables portfolio liquidations;
|
·
|
decreases in depreciation for the nine months ended September 30, 2012 reflecting a diminished level of capital investments by us, offset by higher depreciation expense in the three months ended September 30, 2012 due to the impairment of certain fixed assets held by a small coal mining operation we are required to consolidate based on workout efforts we have undertaken related to a loan we made to the mining operation; and
|
·
|
decreases in marketing and solicitation and other expense levels consistent with the aforementioned receivables portfolio liquidations and our cost-cutting efforts.
|
·
|
Our collective January 2011 and April 2011 purchases of most of the noncontrolling interest holders’ ownership interests in our Credit Cards and Other Investments segment majority-owned subsidiaries; and
|
·
|
Our April 2011 sale of the majority-owned subsidiaries through which we owned our U.K. Internet micro-loan operations.
|
At or for the Three Months Ended
|
||||||||||||||||||||||||||||||||
2012
|
2011
|
2010
|
||||||||||||||||||||||||||||||
Sept. 30
|
Jun. 30
|
Mar. 31
|
Dec. 31
|
Sept. 30
|
Jun. 30
|
Mar. 31
|
Dec. 31
|
|||||||||||||||||||||||||
Period-end managed receivables
|
$ | 326,557 | $ | 356,897 | $ | 401,394 | $ | 480,355 | $ | 540,023 | $ | 613,747 | $ | 698,226 | $ | 776,770 | ||||||||||||||||
Period-end managed accounts
|
281 | 309 | 340 | 390 | 431 | 481 | 543 | 603 | ||||||||||||||||||||||||
Percent 30 or more days past due
|
11.0 | % | 9.9 | % | 10.4 | % | 13.0 | % | 12.6 | % | 11.9 | % | 12.5 | % | 15.2 | % | ||||||||||||||||
Percent 60 or more days past due
|
8.1 | % | 6.9 | % | 7.9 | % | 9.7 | % | 8.9 | % | 8.7 | % | 9.5 | % | 11.6 | % | ||||||||||||||||
Percent 90 or more days past due
|
5.8 | % | 4.6 | % | 5.9 | % | 6.9 | % | 6.2 | % | 6.2 | % | 7.0 | % | 8.7 | % | ||||||||||||||||
Average managed receivables
|
$ | 340,628 | $ | 378,227 | $ | 438,601 | $ | 511,834 | $ | 580,212 | $ | 659,686 | $ | 754,300 | $ | 845,084 | ||||||||||||||||
Combined gross charge-off ratio
|
15.3 | % | 20.7 | % | 53.9 | % | 19.3 | % | 20.9 | % | 24.2 | % | 29.7 | % | 36.4 | % | ||||||||||||||||
Net charge-off ratio
|
13.1 | % | 16.8 | % | 47.4 | % | 15.2 | % | 16.7 | % | 19.8 | % | 24.1 | % | 28.9 | % | ||||||||||||||||
Adjusted charge-off ratio
|
11.4 | % | 15.1 | % | 30.6 | % | 12.2 | % | 13.9 | % | 16.7 | % | 22.9 | % | 28.6 | % | ||||||||||||||||
Total yield ratio
|
23.5 | % | 24.2 | % | 22.9 | % | 23.2 | % | 19.2 | % | 21.8 | % | 22.0 | % | 24.9 | % | ||||||||||||||||
Gross yield ratio
|
19.2 | % | 19.9 | % | 18.9 | % | 18.6 | % | 19.3 | % | 18.9 | % | 18.6 | % | 18.8 | % | ||||||||||||||||
Net interest margin
|
13.5 | % | 13.3 | % | 10.4 | % | 12.6 | % | 13.4 | % | 12.8 | % | 11.9 | % | 11.9 | % | ||||||||||||||||
Other income ratio
|
3.9 | % | 3.5 | % | 2.7 | % | 3.7 | % | -1.0 | % | 2.1 | % | 2.2 | % | 3.3 | % | ||||||||||||||||
Operating ratio
|
18.5 | % | 18.2 | % | 15.3 | % | 12.1 | % | 12.3 | % | 12.5 | % | 11.0 | % | 10.1 | % |
At or for the Three Months Ended
|
||||||||||||||||||||||||||||||||
2012
|
2011
|
2010
|
||||||||||||||||||||||||||||||
Sept. 30
|
Jun. 30
|
Mar. 31
|
Dec. 31
|
Sept. 30
|
Jun. 30
|
Mar. 31
|
Dec. 31
|
|||||||||||||||||||||||||
Period-end managed receivables
|
$ | 67,858 | $ | 72,886 | $ | 75,275 | $ | 87,755 | $ | 99,237 | $ | 113,316 | $ | 128,254 | $ | 154,191 | ||||||||||||||||
Period-end managed accounts
|
23 | 24 | 24 | 26 | 27 | 29 | 30 | 33 | ||||||||||||||||||||||||
Percent 30 or more days past due
|
13.3 | % | 10.7 | % | 8.3 | % | 12.8 | % | 11.9 | % | 10.2 | % | 8.6 | % | 12.8 | % | ||||||||||||||||
Percent 60 or more days past due
|
5.4 | % | 3.6 | % | 3.3 | % | 4.9 | % | 4.7 | % | 3.8 | % | 3.6 | % | 5.3 | % | ||||||||||||||||
Percent 90 or more days past due
|
2.4 | % | 1.1 | % | 1.6 | % | 2.1 | % | 2.3 | % | 1.5 | % | 1.5 | % | 2.4 | % | ||||||||||||||||
Average managed receivables
|
$ | 69,538 | $ | 75,877 | $ | 80,503 | $ | 92,719 | $ | 106,881 | $ | 120,773 | $ | 140,132 | $ | 165,286 | ||||||||||||||||
Gross yield ratio
|
35.3 | % | 35.2 | % | 33.9 | % | 36.3 | % | 35.5 | % | 32.6 | % | 29.2 | % | 29.1 | % | ||||||||||||||||
Adjusted charge-off ratio
|
3.9 | % | 4.2 | % | 8.2 | % | 8.3 | % | 9.8 | % | 10.9 | % | 21.1 | % | 20.3 | % | ||||||||||||||||
Recovery ratio
|
3.9 | % | 4.7 | % | 6.0 | % | 7.1 | % | 5.6 | % | 7.0 | % | 3.4 | % | 3.6 | % | ||||||||||||||||
Net interest margin
|
23.8 | % | 32.0 | % | 17.0 | % | 24.4 | % | 25.6 | % | 23.8 | % | 20.5 | % | 19.8 | % | ||||||||||||||||
Other income ratio
|
2.7 | % | 2.3 | % | 2.3 | % | 1.4 | % | 1.2 | % | 0.9 | % | -11.2 | % | 0.6 | % | ||||||||||||||||
Operating ratio
|
24.7 | % | 24.0 | % | 29.9 | % | 21.3 | % | 19.5 | % | 18.7 | % | 18.7 | % | 20.7 | % |
·
|
During the nine months ended September 30, 2012, we generated $26.6 million in cash flows from operations compared to $93.2 million of cash flows from operations generated during the nine months ended September 30, 2011. The decrease was principally related to (1) lower collections of credit card finance charge receivables in the nine months ended September 30, 2012 relative to the same period in 2011 given diminished receivables levels, (2) the lack of any finance and fee collections associated with our U.K. Internet micro-loan operations in the nine months ended September 30, 2012 given our sale of these operations in April 2011, (3) reduced net liquidations of receivables associated with our JRAS operations in 2012 versus 2011.
|
·
|
During the nine months ended September 30, 2012, we generated $162.2 million of cash through our investing activities, compared to generating $344.2 million of cash in investing activities during the nine months ended September 30, 2011. This decrease is primarily due to the reduced levels of our outstanding investments and the cash returns thereof in 2012 based on the shrinking size our liquidating credit card and auto finance receivable portfolios, as well as the net proceeds we received from the sale of our MEM and JRAS operations during the nine months ended September 30, 2011. Offsetting this decline are net proceeds received during the nine months ended September 30, 2012 from the sale of our sale Investments in Previously Charged-Off Receivables segment, including its balance transfer card operations.
|
·
|
During the nine months ended September 30, 2012, we used $286.0 million of cash in financing activities, compared to our use of $406.6 million of cash in financing activities during the nine months ended September 30, 2011. In both periods, the data reflect net repayments of debt facilities corresponding with net declines in our loans and fees receivable that serve as the underlying collateral for the facilities (principally credit card and auto loans and fees receivable). Beyond the effects of higher 2011 than 2012 repayment levels based on receivables liquidations under our structured financing facilities, the $105.0 million in proceeds used to repurchase stock in our April 2011 tender offer also contributed to the higher use of cash in financing activities in 2011 compared to our use of $82.5 million used to repurchase 8,250,000 shares of our common stock at a purchase price of $10.00 per share in September 2012. These effects were partially offset, however, by the fact that we used only $31.3 million of cash for convertible senior notes repurchases in the nine months ended September 30, 2011, versus the $83.5 million we used to repay our 3.625% convertible senior notes upon the exercise of note holder put rights in May 2012.
|
Number of Shares
|
Total Price
|
|||||||
Executive Officers
|
||||||||
David G. Hanna, Chief Executive Officer and Chairman of the Board
|
2,344,323 | $ | 23,443,230 | |||||
Richard R. House, Jr., President and Director
|
100,240 | $ | 1,002,400 | |||||
Richard W. Gilbert, Chief Operating Officer and Vice Chairman of the Board
|
212,023 | $ | 2,120,230 | |||||
J.Paul Whitehead, III, Chief Financial Officer
|
49,949 | $ | 499,490 | |||||
Board Members
|
||||||||
Deal W. Hudson
|
18,700 | $ | 187,000 | |||||
Mack F. Mattingly
|
20,726 | $ | 207,260 | |||||
Thomas G. Rosencrants
|
16,172 | $ | 161,720 | |||||
10% Shareholder
|
||||||||
Frank J. Hanna, III
|
2,344,324 | $ | 23,443,240 |
Number of Shares
|
Total Price
|
|||||||
Executive Officers
|
||||||||
David G. Hanna, Chief Executive Officer and Chairman of the Board
|
3,656,028 | $ | 29,248,224 | |||||
Richard R. House, Jr., President and Director
|
202,610 | $ | 1,620,880 | |||||
Richard W. Gilbert, Chief Operating Officer and Vice Chairman of the Board
|
330,654 | $ | 2,645,232 | |||||
J.Paul Whitehead, III, Chief Financial Officer
|
23,984 | $ | 191,872 | |||||
Board Members
|
||||||||
Frank J. Hanna, III
|
3,656,028 | $ | 29,248,224 | |||||
Deal W. Hudson
|
19,231 | $ | 153,848 | |||||
Mack F. Mattingly
|
20,974 | $ | 167,792 | |||||
Thomas G. Rosencrants
|
13,871 | $ | 110,968 | |||||
Gregory J. Corona
|
29,574 | $ | 236,592 |
·
|
the extent to which federal, state, local and foreign governmental regulation of our various business lines and products limits or prohibits the operation of our businesses;
|
·
|
current and future litigation and regulatory proceedings against us;
|
·
|
the effect of adverse economic conditions on our revenues, loss rates and cash flows;
|
·
|
the fragmentation of our industry and competition from various other sources providing similar financial products, or other alternative sources of credit, to consumers;
|
·
|
the adequacy of our allowances for uncollectible loans and fees receivable and estimates of loan losses;
|
·
|
the availability of adequate financing;
|
·
|
the possible impairment of assets;
|
·
|
our ability to reduce or eliminate overhead and other costs to lower levels consistent with the contraction of our loans and fees receivable and other income-producing assets;
|
·
|
our relationship with the banks that provide certain services that are needed to operate our businesses; and
|
·
|
theft and employee errors.
|
QUANTITATIVE AND QUALITATIVE DISCLOSURES ABOUT MARKET RISK
|
CONTROLS AND PROCEDURES
|
|
(a) Disclosure controls and procedures.
|
|
(b) Internal control over financial reporting.
|
LEGAL PROCEEDINGS
|
RISK FACTORS
|
|
•
|
the level and success of our marketing efforts;
|
|
•
|
the degree to which we lose business to competitors;
|
|
•
|
the level of usage of our credit products by our customers;
|
|
•
|
the availability of portfolios for purchase on attractive terms;
|
|
•
|
levels of delinquencies and charge offs;
|
|
•
|
the availability of funding on favorable terms;
|
|
•
|
the level of costs of soliciting new customers;
|
|
•
|
our ability to employ and train new personnel;
|
|
•
|
our ability to maintain adequate management systems, collection procedures, internal controls and automated systems; and
|
|
•
|
general economic and other factors beyond our control.
|
|
•
|
receivables not originated in compliance with law (or revised interpretations) could become unenforceable and uncollectible under their terms against the obligors;
|
|
•
|
we may be required to credit or refund previously collected amounts;
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certain fees could be prohibited or restricted, which would reduce the profitability of certain accounts;
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certain of our collection methods could be prohibited, forcing us to revise our practices or adopt more costly or less effective practices;
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limitations on the content of marketing materials could be imposed that would result in reduced success for our marketing efforts;
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federal and state laws may limit our ability to recover on charged-off receivables regardless of any act or omission on our part;
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reductions in statutory limits for finance charges could require us to reduce our fees and charges;
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some of our products and services could be banned in certain states or at the federal level;
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federal or state bankruptcy or debtor relief laws could offer additional protections to customers seeking bankruptcy protection, providing a court greater leeway to reduce or discharge amounts owed to us; and
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a reduction in our ability or willingness to lend to certain individuals, such as military personnel.
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actual or anticipated fluctuations in our operating results;
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changes in expectations as to our future financial performance, including financial estimates by securities analysts and investors;
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the overall financing environment, which is critical to our value;
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the operating and stock performance of our competitors and other sub-prime lenders;
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announcements by us or our competitors of new products or services or significant contracts, acquisitions, strategic partnerships, joint ventures or capital commitments;
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changes in interest rates;
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the announcement of enforcement actions or investigations against us or our competitors or other negative publicity relating to us or our industry;
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changes in GAAP, laws, regulations or the interpretations thereof that affect our various business activities and segments;
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general domestic or international economic, market and political conditions;
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additions or departures of key personnel; and
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future sales of our common stock and the transfer or cancellation of shares of common stock pursuant to the share lending agreement.
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Total Number of
Shares Purchased
|
Average Price
Paid per Share
|
Total Number of
Shares Purchased
as Part of
Publicly
Announced Plans
or Programs (2)
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Maximum Number
of Shares that May
Yet Be Purchased
under the Plans or
Programs
|
|||||||||||||
September 1 —September 30 (1)
|
8,250,000 | $ | 10.00 | 8,250,000 | 10,000,000 | |||||||||||
Total
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8,250,000 | $ | 10.00 | 8,250,000 | 10,000,000 |
(1)
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Pursuant to the closing of a tender offer in September 2012, we repurchased 8,250,000 shares of our common stock at a purchase price of $10.00 per share for an aggregate cost of $82.5 million. These shares were retired contemporaneously with their purchase.
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(2)
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Because withholding tax-related treasury stock acquisitions are permitted outside the scope of our 10,000,000 share Board-authorized repurchase plan, these amounts exclude 36,538 shares of treasury stock returned to us by employees in satisfaction of withholding tax requirements on stock option exercises and vested stock grants.
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Exhibit
Number
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Description of Exhibit
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Incorporated by
Reference from
CompuCredit Holding Corporation’s SEC Filings unless Otherwise Indicated:
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31.1 |
Certification of Principal Executive Officer pursuant to Rule 13a-14(a).
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Filed herewith
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31.2 |
Certification of Principal Financial Officer pursuant to Rule 13a-14(a).
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Filed herewith
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||
32.1 |
Certification of Principal Executive Officer and
Principal Financial Officer pursuant to 18 U.S.C. Section 1350.
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Filed herewith
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COMPUCREDIT HOLDINGS CORPORATION
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||||
November 8, 2012
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By
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/s/ J.PAUL WHITEHEAD, III
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J.Paul Whitehead, III
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||||
Chief Financial Officer
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||||
(duly authorized officer and principal financial officer)
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1 Year Compucredit Chart |
1 Month Compucredit Chart |
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