Delaware | 0-19424 | 74-2540145 | ||
(State or other jurisdiction of incorporation) | (Commission File Number) | (IRS Employer Identification No.) |
o | Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425) | |
o | Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12) | |
o | Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b)) | |
o | Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c)) |
(d) | Exhibits. |
99.1 | Press Release, dated January 22, 2013, announcing EZCORP, Inc.’s results of operations and financial condition for the first fiscal quarter ended December 31, 2012. |
EZCORP, INC. | |||||||
Date: | January 22, 2013 | By: | /s/ Mark Kuchenrither | ||||
Mark Kuchenrither | |||||||
Executive Vice President and Chief Financial Officer | |||||||
Exhibit No. | Description of Exhibit | |
99.1 | Press Release, dated January 22, 2013, announcing EZCORP, Inc.’s results of operations and financial condition for the first fiscal quarter ended December 31, 2012. |
• | Total revenues were $277.1 million, up 11%, driven primarily by growth in the Latin America segment. This increase is partially attributable to mid-year fiscal 2012 acquisitions of controlling interests in Crediamigo and Cash Genie and the inclusion of 100% of their revenues in EZCORP's consolidated revenues. Excluding these acquisitions, total revenues increased 3.4%, driven by growth in merchandise sales, pawn service charges and consumer loan fees. |
• | Net income was $30.7 million, down 22%. This expected decrease resulted from the following: |
▪ | Gold and jewelry environment — The Company estimates the change in gold metrics (price and volume) from the prior year quarter caused a deterioration of approximately $10 million in consolidated net revenues, attributable primarily to the U.S. pawn business. The Company has provided supplemental information regarding the impact of the gold environment in the Investor Relations section of its website (www.ezcorp.com). |
▪ | Planned growth initiatives — The Company incurred $5 million in incremental expenses associated with its growth initiatives. These expenses include $4.1 million in drag associated with 111 de novo locations opened during the last nine months, including the 75 de novo locations added this quarter, as well as the costs associated with various business unit growth initiatives, which were recorded as operations expense. Excluding these incremental growth-related operations expenses, as well as the operations expense associated with other businesses added since the first quarter of last year, consolidated operations expense increased 9%. |
▪ | Continued infrastructure development — During the quarter, the Company invested an additional $1 million in its infrastructure to support the efficient management of a larger, more complex global company. These costs, along with the acquisition-related administrative expenses noted above, account for 14% of the Company's consolidated administrative expense. Excluding these growth and investment-related costs, administrative expense as a percentage of revenues was essentially flat. |
• | The Company ended the quarter with $419 million in earning assets (consisting of pawn loans, consumer loans and inventory on the balance sheet, combined with CSO loans not on the balance sheet), an increase of 41%, driven primarily by the acquisition of Crediamigo. |
• | Cash and cash equivalents at quarter-end were $46.7 million, with debt of $235.5 million, including $92.9 million Crediamigo third party debt, which is non-recourse to EZCORP. |
• | De Novo Growth — During the quarter, the Company added 63 new locations in the U.S. & Canada segment (51 de novo and 12 acquired). |
▪ | The 51 de novo stores include 44 new financial service centers, primarily located outside of Texas, utilizing the Company's proven “store within a store” concept. The other seven locations are new pawn stores in key markets where the Company is already a leading provider. Capital expenditures associated with these new locations totaled $3.8 million, and the Company expects these stores to be profitable within six to eight months of opening. |
▪ | The 12 acquired stores are located in Arizona. This represents the Company's initial entry into a state that offers very attractive customer demographics and financial metrics. While this acquisition alone makes EZCORP the third largest provider in the state, the Company expects to take a market leading position over the next few years. The acquired stores should be immediately accretive to earnings. |
• | Pawn — The Company's U.S. Pawn & Retail business, consisting of 496 stores in 20 states, posted solid gains in a gold and jewelry environment that continues to be challenging. |
▪ | Pawn loan balances were $147.1 million at quarter end, up 5% in total and down 1% on a same store basis. The overall pawn loan portfolio continues to reflect the ongoing shift to general merchandise collateral, with general merchandise loan balances up 13% in total and 6% on a same store basis, while jewelry loan balances were up 1% in total and down 3% on a same store basis. |
▪ | Pawn service charges increased 7% in total and 4% on a same store basis, reflecting a 500 basis point increase in yield, driven primarily by rate increases in Nevada and operational improvements in Texas. |
▪ | Redemption rates were 82%, up from 81% a year ago, with a jewelry redemption rate of 85% and a general merchandise redemption rate of 76%, both reflecting a slight increase over the |
▪ | Merchandise sales increased 4% in total and down 1% on a same store basis. These increases were driven by general merchandise sales, which were up 15% in total and 6% on a same store basis. Jewelry sales were down 5% in total and 10% on a same store basis, also reflecting the ongoing shift in the business from jewelry to general merchandise. |
▪ | Gross margin on merchandise sales was 42% (down 140 basis points) because of a one-time inventory reserve adjustment in last year's quarter. Excluding the effect of that adjustment, the margin rate was up 130 basis points. |
• | Financial Services — The U.S. Financial Services business, consisting of 486 locations in 16 states, experienced significant growth in multiple payment and collateralized loan products. |
▪ | Total loan balances were $47 million, up 8% from the prior year quarter. Customers continued to shift from first generation single payment loan products (traditional payday loans) to lower-yielding second generation multiple payment products (installment loans) and collateralized products (auto title loans). Balances related to installment loans and other multiple payment products increased 20%, while auto title loan balances were up 42%. Balances outside of Texas grew 54%, driven by new locations and new products. |
▪ | Loan fees were $43 million, up 1% from the prior year quarter, reflecting the shift in mix referred to above. |
▪ | Bad debt as a percentage of fees increased by 70 basis points to 24.7%, driven by the growth in new stores and new products outside Texas. |
▪ | The profitability of the financial services business was negatively impacted by over $1 million during the quarter as a result of ordinances enacted in Dallas and Austin. Other Texas cities have adopted or are considering lending ordinances. The Company is actively supporting the enactment of consistent statewide regulation and expects the Texas Legislature to consider such a measure in the next few months. |
• | Online Lending — During the quarter, the Company completed the acquisition of Go Cash, a U.S. based online lender. This acquisition brings the Company an experienced management team and industry leading underwriting models and systems. The Company plans to quickly build a significant online presence under the name “ezMoney.com” using the state-by-state model. The Company's initial efforts will be directed primarily at states where it already has a significant storefront presence. The Company plans to deliver, over time, a seamless, superior customer experience through online and mobile platforms that are integrated with its other products and channels. |
• | Pawn — Empeño Fácil, the Company's Mexico pawn operation, continued its strong performance. At the end of the quarter, the Company operated 254 pawn stores in Mexico, 62 of which have been |
▪ | During the quarter, Empeño Fácil added 24 new de novo locations, compared to 14 new locations added during the first quarter of last year. This accelerated de novo growth, in addition to a relatively large number of immature stores, created drag that led operating unit contribution to decrease year-over-year. The Company remains confident in its store operating model in Mexico and believes that the new stores will be profitable within six months of store opening. |
▪ | Pawn loan balances grew to $15 million, up 55% in total and 28% on a same store basis. General merchandise loan balances grew 60% in total and 37% on a same store basis, while jewelry loan balances increased 10% in total and decreased 5% on a same store basis. These balances reflect the same shift from jewelry to general merchandise that is seen in the Company's U.S pawn business. |
▪ | Pawn service charges increased 44% in total and 25% on a same store basis. |
▪ | Redemption rates were 76%, down from 77% a year ago, with a jewelry redemption rate of 72% and a general merchandise redemption rate of 77%. |
▪ | Merchandise sales were up 46% in total and 20% on a same store basis. General merchandise sales (which make up over 99% of all merchandise sales) increased 44% in total and 18% on a same store basis. Scrap sales increased 7%. |
▪ | Gross margin on merchandise sales was 43%, down 960 basis points because of a one-time inventory reserve adjustment in last year's quarter. Excluding the effect of that adjustment, the margin rate was down 100 basis points, driven by more aggressive pricing during the holiday season. |
• | Payroll Lending — Crediamigo, the Company's Mexico payroll withholding lending business, gained market share through rapid growth and contributed nearly two-thirds of Latin America's segment contribution during the quarter. |
▪ | Total loans outstanding at the end of the quarter were $81 million, up 24% since acquisition in January 2012, and well ahead of the Company's investment pro-forma. |
▪ | Net revenues were $13.8 million in the quarter, with bad debt as a percentage of fees less than 1%. |
▪ | Crediamigo added 8 new employer contracts (a 12% increase) during the quarter, gaining access to over 175,000 potential new customers. |
▪ | These and other operational metrics for the business were at or better than the Company's original investment expectations. |
• | Buy/Sell — During the quarter, the Company also completed the acquisition of a controlling interest in a chain of 20 buy/sell stores doing business under the name “TUYO.” This acquisition extends the Company's buy/sell store channel into Mexico, further diversifying its service delivery formats. This is essentially a start-up business, and is expected to have no material impact on the Company's |
• | In November, Cash Converters International Limited, the Company's strategic affiliate in Australia, announced that it had achieved a 43% increase in EBIT during its first quarter (ended September 30, 2012), which, due to the three-month lag in reporting, positively impacted EZCORP results in its first fiscal quarter. The Company's equity investment in Cash Converters International, combined with its equity investment in Albemarle & Bond Holdings PLC in the U.K., generated a 21% increase in earnings attributable to EZCORP for the quarter, as compared to the same period last year. |
• | The Company made an additional investment in Cash Converters International in December as a part of a share placement, maintaining its 33% ownership percentage. EZCORP expects the new funds to be used to finance expansion and drive future earnings growth. During the quarter, the Company also increased its investment in Cash Genie, its U.K. online lending business, moving its ownership from 72% to 95%, with the remaining 5% held by local management. |
Three Months Ended December 31, | ||||||||
2012 | 2011 | |||||||
Revenues: | ||||||||
Merchandise sales | $ | 95,582 | $ | 86,894 | ||||
Jewelry scrapping sales | 45,925 | 56,403 | ||||||
Pawn service charges | 66,024 | 59,792 | ||||||
Consumer loan fees | 64,765 | 45,088 | ||||||
Other revenues | 4,830 | 696 | ||||||
Total revenues | 277,126 | 248,873 | ||||||
Merchandise cost of goods sold | 55,501 | 48,396 | ||||||
Jewelry scrapping cost of goods sold | 32,199 | 35,424 | ||||||
Consumer loan bad debt | 14,074 | 11,025 | ||||||
Net revenues | 175,352 | 154,028 | ||||||
Operations expense | 107,262 | 82,558 | ||||||
Administrative expense | 13,671 | 11,654 | ||||||
Depreciation and amortization | 7,652 | 5,255 | ||||||
(Gain) / loss on sale or disposal of assets | 29 | (201 | ) | |||||
Operating income | 46,738 | 54,762 | ||||||
Interest income | (178 | ) | (39 | ) | ||||
Interest expense | 3,815 | 590 | ||||||
Equity in net income of unconsolidated affiliates | (5,038 | ) | (4,161 | ) | ||||
Other income | (501 | ) | (1,119 | ) | ||||
Income before income taxes | 48,640 | 59,491 | ||||||
Income tax expense | 16,485 | 20,139 | ||||||
Net income | 32,155 | 39,352 | ||||||
Net income attributable to redeemable noncontrolling interest | 1,438 | — | ||||||
Net income attributable to EZCORP, Inc. | $ | 30,717 | $ | 39,352 | ||||
Net income per share, diluted | $ | 0.59 | $ | 0.78 | ||||
Weighted average shares, diluted | 52,112 | 50,693 |
December 31, | |||||||
2012 | 2011 | ||||||
Assets: | |||||||
Current assets: | |||||||
Cash and cash equivalents | $ | 46,668 | $ | 22,988 | |||
Cash, restricted | 1,133 | — | |||||
Pawn loans | 162,095 | 150,060 | |||||
Consumer loans, net | 40,599 | 16,188 | |||||
Pawn service charges receivable, net | 31,077 | 28,593 | |||||
Consumer loan fees receivable, net | 34,074 | 7,611 | |||||
Inventory, net | 120,326 | 100,385 | |||||
Deferred tax asset | 15,716 | 18,169 | |||||
Prepaid expenses and other assets | 50,394 | 38,901 | |||||
Total current assets | 502,082 | 382,895 | |||||
Investments in unconsolidated affiliates | 144,232 | 117,820 | |||||
Property and equipment, net | 114,676 | 84,513 | |||||
Goodwill | 428,011 | 212,263 | |||||
Intangible assets, net | 60,662 | 20,568 | |||||
Non-current consumer loans, net | 66,615 | — | |||||
Restricted cash, non-current | 1,994 | — | |||||
Other assets, net | 19,074 | 7,781 | |||||
Total assets | $ | 1,337,346 | $ | 825,840 | |||
Liabilities and stockholders’ equity: | |||||||
Current liabilities: | |||||||
Current maturities of long-term debt | $ | 27,562 | $ | — | |||
Current capital lease obligations | 533 | — | |||||
Accounts payable and other accrued expenses | 95,115 | 57,412 | |||||
Customer layaway deposits | 6,254 | 6,152 | |||||
Federal income taxes payable | 659 | 12,672 | |||||
Total current liabilities | 130,123 | 76,236 | |||||
Long-term debt, less current maturities | 207,978 | 40,500 | |||||
Long-term capital lease obligations | 771 | — | |||||
Deferred tax liability | 10,815 | 8,724 | |||||
Deferred gains and other long-term liabilities | 26,227 | 1,997 | |||||
Total liabilities | 375,914 | 127,457 | |||||
Temporary equity: | |||||||
Redeemable noncontrolling interest | 49,323 | — | |||||
Stockholders’ equity | 912,109 | 698,383 | |||||
Total liabilities and stockholders’ equity | $ | 1,337,346 | $ | 825,840 | |||
Three Months Ended December 31, 2012 | |||||||||||||||
U.S. & Canada | Latin America | Other International | Consolidated | ||||||||||||
Revenues: | |||||||||||||||
Merchandise sales | $ | 80,465 | $ | 15,117 | $ | — | $ | 95,582 | |||||||
Jewelry scrapping sales | 42,142 | 3,783 | — | 45,925 | |||||||||||
Pawn service charges | 58,210 | 7,814 | — | 66,024 | |||||||||||
Consumer loan fees | 45,959 | 11,877 | 6,929 | 64,765 | |||||||||||
Other revenues | 2,794 | 1,654 | 382 | 4,830 | |||||||||||
Total revenues | 229,570 | 40,245 | 7,311 | 277,126 | |||||||||||
Merchandise cost of goods sold | 46,732 | 8,769 | — | 55,501 | |||||||||||
Jewelry scrapping cost of goods sold | 29,157 | 3,042 | — | 32,199 | |||||||||||
Consumer loan bad debt | 11,481 | (1,048 | ) | 3,641 | 14,074 | ||||||||||
Net revenues | 142,200 | 29,482 | 3,670 | 175,352 | |||||||||||
Segment expenses: | |||||||||||||||
Operations expense | 87,443 | 15,741 | 4,078 | 107,262 | |||||||||||
Depreciation and amortization | 4,102 | 1,675 | 76 | 5,853 | |||||||||||
Loss on sale or disposal of assets | 29 | — | — | 29 | |||||||||||
Interest, net | 17 | 2,613 | — | 2,630 | |||||||||||
Equity in net income of unconsolidated affiliates | — | — | (5,038 | ) | (5,038 | ) | |||||||||
Other (income) expense | (4 | ) | 20 | (69 | ) | (53 | ) | ||||||||
Segment contribution | $ | 50,613 | $ | 9,433 | $ | 4,623 | $ | 64,669 | |||||||
Corporate expenses: | |||||||||||||||
Administrative | 13,671 | ||||||||||||||
Depreciation and amortization | 1,799 | ||||||||||||||
Interest, net | 1,007 | ||||||||||||||
Other income | (448 | ) | |||||||||||||
Income before taxes | 48,640 | ||||||||||||||
Income tax expense | 16,485 | ||||||||||||||
Net income | 32,155 | ||||||||||||||
Net income attributable to redeemable noncontrolling interest | 1,438 | ||||||||||||||
Net income attributable to EZCORP, Inc. | $ | 30,717 |
Three Months Ended December 31, 2011 | |||||||||||||||
U.S. & Canada | Latin America | Other International | Consolidated | ||||||||||||
Revenues: | |||||||||||||||
Merchandise sales | $ | 76,552 | $ | 10,342 | $ | — | $ | 86,894 | |||||||
Jewelry scrapping sales | 52,866 | 3,537 | — | 56,403 | |||||||||||
Pawn service charges | 54,370 | 5,422 | — | 59,792 | |||||||||||
Consumer loan fees | 45,012 | — | 76 | 45,088 | |||||||||||
Other revenues | 576 | 120 | — | 696 | |||||||||||
Total revenues | 229,376 | 19,421 | 76 | 248,873 | |||||||||||
Merchandise cost of goods sold | 43,451 | 4,945 | — | 48,396 | |||||||||||
Jewelry scrapping cost of goods sold | 33,150 | 2,274 | — | 35,424 | |||||||||||
Consumer loan bad debt | 10,890 | — | 135 | 11,025 | |||||||||||
Net revenues | 141,885 | 12,202 | (59 | ) | 154,028 | ||||||||||
Segment expenses: | |||||||||||||||
Operations expense | 74,994 | 6,966 | 598 | 82,558 | |||||||||||
Depreciation and amortization | 3,223 | 770 | 22 | 4,015 | |||||||||||
(Gain) on sale or disposal of assets | (200 | ) | (1 | ) | — | (201 | ) | ||||||||
Interest, net | 4 | (36 | ) | — | (32 | ) | |||||||||
Equity in net income of unconsolidated affiliates | — | — | (4,161 | ) | (4,161 | ) | |||||||||
Other (income) expense | (1,060 | ) | 3 | (64 | ) | (1,121 | ) | ||||||||
Segment contribution | $ | 64,924 | $ | 4,500 | $ | 3,546 | $ | 72,970 | |||||||
Corporate expenses: | |||||||||||||||
Administrative | 11,654 | ||||||||||||||
Depreciation and amortization | 1,240 | ||||||||||||||
Interest, net | 583 | ||||||||||||||
Other expense | 2 | ||||||||||||||
Income before taxes | 59,491 | ||||||||||||||
Income tax expense | 20,139 | ||||||||||||||
Net income | 39,352 | ||||||||||||||
Net income attributable to redeemable noncontrolling interest | — | ||||||||||||||
Net income attributable to EZCORP, Inc. | $ | 39,352 |
Three Months Ended December 31, 2012 | ||||||||||||||
Company-owned Stores | ||||||||||||||
U.S. & Canada | Latin America | Other International | Consolidated | Franchises | ||||||||||
Beginning of period | 987 | 275 | — | 1,262 | 10 | |||||||||
De novo | 51 | 24 | — | 75 | — | |||||||||
Acquired | 12 | 20 | — | 32 | — | |||||||||
Sold, combined or closed | — | — | — | — | — | |||||||||
End of period | 1,050 | 319 | — | 1,369 | 10 | |||||||||
Three Months Ended December 31, 2011 | ||||||||||||||
Company-owned Stores | ||||||||||||||
U.S. & Canada | Latin America | Other International | Consolidated | Franchises | ||||||||||
Beginning of period | 933 | 178 | — | 1,111 | 13 | |||||||||
De novo | — | 14 | — | 14 | — | |||||||||
Acquired | 25 | — | — | 25 | — | |||||||||
Sold, combined or closed | (8 | ) | — | — | (8 | ) | (1 | ) | ||||||
End of period | 950 | 192 | — | 1,142 | 12 |