8-K

EZCORP INC (EZPW)

8-K 2022-11-16 For: 2022-11-16
View Original
Added on April 10, 2026

UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

Washington, D.C. 20549

_______________________________________________________

FORM 8-K

_______________________________________________________

CURRENT REPORT

PURSUANT TO SECTION 13 OR 15(d) OF THE

SECURITIES EXCHANGE ACT OF 1934

Date of Report (Date of earliest event reported): November 16, 2022

_______________________________________________

EZCORP, Inc.

(Exact name of registrant as specified in its charter)

_______________________________________________________

Delaware 0-19424 74-2540145
(State or other jurisdiction<br>of incorporation) (Commission<br>File Number) (IRS Employer<br>Identification No.)

2500 Bee Cave Road, Bldg One, Suite 200, Rollingwood, Texas 78746

(Address of principal executive offices) (zip code)

Registrant’s telephone number, including area code: (512) 314-3400

_______________________________________________________

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

Title of each class Trading Symbol(s) Name of each exchange on which registered
Class A Non-voting Common Stock, par value $.01 per share EZPW NASDAQ Stock Market (NASDAQ Global Select Market)

Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions:

Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)
Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)
Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))
Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))

Indicate by check mark whether the registrant is an emerging growth company as defined in Rule 405 of the Securities Act of 1933 (§230.405 of this chapter) or Rule 12b-2 of the Securities Exchange Act of 1934 (§240.12b-2 of this chapter).

Emerging growth company

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

Item 2.02 — Results of Operations and Financial Condition

On November 16, 2022, EZCORP, Inc. ("EZCORP") issued a press release announcing its results of operations and financial condition for the full year and quarter ended September 30, 2022. A copy of that press release is attached as Exhibit 99.1.

In addition to the financial information prepared in conformity with accounting principles generally accepted in the United States ("GAAP"), we provide certain other non-GAAP financial information on a constant currency ("constant currency") and adjusted basis. We use constant currency results to evaluate our Latin America Pawn operations, which are denominated primarily in Mexican pesos, Guatemalan quetzales and other Latin American currencies. We believe that presentation of constant currency and adjusted results is meaningful and useful in understanding the activities and business metrics of our operations and reflect an additional way of viewing aspects of our business that, when viewed with GAAP results, provide a more complete understanding of factors and trends affecting our business. We provide non-GAAP financial information for informational purposes and to enhance understanding of our GAAP consolidated financial statements. We use this non-GAAP financial information primarily to evaluate and compare operating results across accounting periods.

Readers should consider the information in addition to, but not instead of or superior to, our financial statements prepared in accordance with GAAP. This non-GAAP financial information may be determined or calculated differently by other companies, limiting the usefulness of those measures for comparative purposes.

The information set forth under this Item 2.02, including Exhibit 99.1, shall not be deemed “filed” for purposes of Section 18 of the Securities Exchange Act of 1934 or otherwise subject to the liabilities of that section, and shall not be deemed to be incorporated by reference in any filing made by EZCORP under the Securities Act of 1933 or the Securities Exchange Act of 1934.

Item 5.02 — Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers

(e)    Change in Control Severance Plan

On November 15, 2022, the Board of Directors approved and adopted the EZCORP, Inc. Change in Control Severance Plan (the "CIC Severance Plan"), under which certain of the Company's executives (including the continuing executive officers other than Phillip E. Cohen, Executive Chairman and controlling shareholder) will be entitled to receive certain severance benefits. The severance benefits would be available to any executive participating in the CIC Severance Plan if (1) the executive's employment is either terminated by the Company for any reason other than "Cause" or terminated by the executive for "Good Reason" and (2) such termination of employment occurs within two years after a "Change in Control" of the Company or prior to, but in connection with, a potential Change in Control. Such a termination of employment is referred to in the CIC Severance Plan as a "Qualifying Termination."

If an executive experiences a Qualifying Termination, then they will be entitled to receive an amount equal to the executive's "Applicable Multiple" multiplied by the sum of (1) the executive's annual base salary plus (2) the executive's annual incentive bonus assuming such bonus was paid at the "Target Amount" designated in the applicable bonus plan. In addition, the executive will be entitled to receive a pro rated portion of their annual incentive bonus (calculated at Target Amount) for the year in which the termination of employment occurs, and will be entitled to continued healthcare, dental and life insurance benefits for the number of years equal to their Applicable Multiple.

The Board of Directors also adopted, and the Company’s Voting Stockholder approved, amendments to the Company’s 2022 Long-Term Incentive Plan and all outstanding long-term incentive equity awards to provide that all of the holder’s outstanding unvested equity awards will become fully vested upon the occurrence of a Qualifying Termination (assuming, in the case of performance-based awards, all related performance goals or other vesting criteria are achieved at target levels).

The following is a summary of certain defined terms used in the CIC Severance Plan:

•Cause — With respect to any executive, includes (1) the executive's willful failure to perform their duties or the willful engagement in serious misconduct in the performance of such duties, (2) the executive's willful failure to comply with any valid and legal directive of their superior, (3) the executive's conviction, or entering into a plea of either guilty or nolo contendere to, any felony or any misdemeanor involving material acts of moral turpitude, embezzlement, theft or other similar act, (4) the executive's willful and material violation of any policy of the Company (including the Company's Code of Conduct) or (5) the executive's willful and material violation of the restrictive covenant agreement between the executive and the Company.

•Change in Control — The occurrence of any of the following events:

◦Any individual, entity or group becomes the beneficial owner of 50% or more of the combined voting power of the outstanding Company voting securities;

◦Consummation of a reorganization, merger, statutory share exchange or similar transaction involving the Company, a sale or other disposition of all or substantially all the assets of the Company or the acquisition by the Company of assets or securities of another entity, unless in any such case, the persons who were the beneficial owners of the Company's voting securities immediately prior to such transaction beneficially own more than 50% of the outstanding voting securities of the entity resulting from such transaction; or

◦Approval by the stockholders of the Company of a complete liquidation or dissolution of the Company.

Notwithstanding the foregoing, any acquisition or beneficial ownership of outstanding Company voting securities by, or transfer of outstanding Company voting securities to, Mr. Cohen or any of his heirs or any entity owned or controlled by Mr. Cohen or any of his heirs, shall not constitute a Change in Control.

•Good Reason — With respect to any executive, any of the following actions taken without the executive's written consent: (1) the executive is assigned duties materially inconsistent with the executive's position, duties, responsibilities and status preceding the Change in Control; (2) the executive's position, authority, duties or responsibilities are materially diminished from those in effect prior to the Change in Control; (3) a material reduction in the executive's compensation opportunity; (4) the Company requires the executive to perform their duties beyond a 50-mile radius from the location of the executive's employment prior to the Change in Control; (5) the Company fails to obtain a satisfactory agreement from any successor to assume and perform the CIC Severance Plan; or (6) any other action or inaction that constitutes a material breach by the Company of the CIC Severance Plan with respect to such executive.

The participants in the CIC Severance Plan will include (1) any person, other than Mr. Cohen, who is serving as an executive officer of the Company (unless the Board of Directors specifically specifies that such person will not be a participant) and (2) any other Company employee who has been designated by the Board of Directors as a participant.

The CIC Severance Plan will expire on the third anniversary of the effective date (i.e., November 15, 2025) unless (1) a Change in Control has occurred prior to that time or (2) the Board of Directors specifically elects to extend the CIC Severance Plan for an additional period not to exceed three years. In addition, the Board of Directors may amend, modify, suspend or terminate the CIC Severance Plan at any time; provided, however, that any such amendment, modification, suspension or termination made in anticipation of a Change in Control or within two years after the occurrence of a Change in Control may not adversely affect the rights of any participant under the CIC Severance Plan.

Each of the continuing Named Executive Officers (other than Mr. Cohen and Thomas H. Welch, Jr., who is retiring from the Company effective December 31, 2022) is a participant in the CIC Severance Plan with an Applicable Multiple of 2. Other executive officers have an Applicable Multiple of 1.5. For a description of the amounts of severance benefits that would have been payable under the CIC Severance Plan to each of the Named Executive Officers if a Qualifying Termination had occurred on September 30, 2022, see the “Part III, Item 11 — Executive Compensation — Other Benefits and Perquisites — Certain Termination and Change in Control Benefits” in the Company’s Annual Report on Form 10-K for the year ended September 30, 2022 (the “Fiscal 2022 Form 10-K).

A copy of the CIC Severance Plan is filed as Exhibit 10.6 to the Fiscal 2022 Form 10-K.

Item 5.07 — Submission of Matters to a Vote of Security Holders

On November 15, 2022, the sole holder of the Company’s Class B Voting Common Stock (the “Voting Stockholder”) approved certain amendments to the 2022 Long-Term Incentive Plan (applicable to long-term incentive equity awards issued from and after January 31, 2022) and the 2010 Long-Term Incentive Plan (applicable to currently outstanding long-term incentive equity awards that were issued on or before December 31, 2021) to conform the provisions of such plans to the CIC Severance Plan and to provide for acceleration of vesting upon the occurrence of a Qualifying Termination for all future and currently outstanding long-term incentive equity awards (as discussed above). A copy of the Amended and Restated 2022 Long-Term Incentive Plan is filed as Exhibit 10.5 to the Fiscal 2022 Form 10-K, and a copy of the Amendment to the 2010 Long-Term Incentive Plan is filed as Exhibit 10.7 to the Fiscal 2022 Form 10-K.

On November 15, 2022, there were 2,970,171 shares of the Company’s Class B Voting Common Stock outstanding, all of which are held by MS Pawn Limited Partnership (the Voting Stockholder).

Item 7.01 — Regulation FD Disclosure

A copy of the presentation materials that management will review during the Company’s earnings conference call (to be held on November 17, 2022) will be posted in the Investor Relations section of the company’s website at www.ezcorp.com.

The information set forth, or referred to, in this Item 7.01 shall not be deemed "filed" for purposes of the Securities Exchange Act of 1934 or otherwise subject to the liabilities of that section, and shall not be deemed to be incorporated by reference into any registration statement or other filing made by EZCORP under the Securities Act of 1933 or the Securities Exchange Act of 1934, unless such subsequent filing specifically references this Item 7.01 of this Report.

Item 9.01 — Financial Statements and Exhibits

| (d) | Exhibits. | | --- | --- || 99.1 | Press Release, dated November 16, 2022, announcing EZCORP, Inc.’s results of operations and financial condition for the quarter ended September 30, 2022. | | --- | --- | | 99.2 | EZCORP, Inc. Change in Control Severance Plan, effective November 15, 2022 (incorporated by reference to Exhibit 10.6 to the Company’s Annual Report on Form 10-K for the year ended September 30, 2022) | | 99.3 | Amended and Restated EZCORP, Inc. 2022 Long-Term Incentive Plan, effective November 15, 2022 (incorporated by reference to Exhibit 10.5 to the Company’s Annual Report on Form 10-K for the year ended September 30, 2022) | | 99.4 | Amendment to EZCORP, Inc. 2010 Long-Term Incentive Plan, effective November 15, 2022 (incorporated by reference to Exhibit 10.7 to the Company’s Annual Report on Form 10-K for the year ended September 30, 2022) | | 104 | Cover Page Interactive Data File (embedded within the Inline XBRL document) |

SIGNATURES

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

EZCORP, INC.
Date: November 16, 2022 By: /s/ Timothy K. Jugmans
Timothy K. Jugmans
Chief Financial Officer

Document

fy2014q1ezcorpa01a04a56.jpg

EZCORP Reports Fourth Quarter and Full Year 2022 Results

Record Year End Pawn Loans Outstanding Driving Revenue and Earnings Growth

Austin, Texas (November 16, 2022) — EZCORP, Inc. (NASDAQ: EZPW), a leading provider of pawn transactions in the United States and Latin America, today announced results for its fourth quarter and full year ended September 30, 2022.

Unless otherwise noted, all amounts in this release are in conformity with U.S. generally accepted accounting principles ("GAAP") and comparisons shown are to the same period in the prior year.

FOURTH QUARTER AND FULL YEAR HIGHLIGHTS

•Pawn loans outstanding (PLO) up 19% to a record-high of $210.0 million.

•Total revenue increased 21% for the quarter and for the full year, while gross profit1 increased 15% for the quarter and 18% for the full year.

•Merchandise sales gross margin remains within our targeted range at 37% for the quarter and 38% for the full year.

•Net income for the quarter was $7.3 million, an increase of $5.8 million, and $50.2 million for the year, an increase of $41.5 million.

•Diluted earnings per share of $0.11 for the quarter was up from $0.03 and for the year was $0.70 up significantly from $0.15. On an adjusted basis2, diluted earnings per share for the quarter was $0.15, compared to $0.11, and for the year was $0.75, compared to $0.38.

•Return on earning assets (ROEA) remains strong at 155% for the quarter and 167% for the full year.

CEO COMMENTARY AND OUTLOOK

Chief Executive Officer Lachie Given stated, “We continue to execute on our three-year strategic plan and closed the fiscal year with another outstanding quarter. PLO hit a record high driving increases in pawn service charges. Strong sales margins with a relentless focus on optimizing store operating costs translated into a significant increase in earnings for the fourth quarter and full year. Inflation and other economic pressures have had a significant impact on our customers' finances, and we are able to help them by providing a unique and essential service to address their short-term cash needs. In addition, we provide an environmentally friendly retail experience at our neighborhood re-commerce stores for our expanding customer base of environmentally and cost-conscious consumers.

“During the fourth quarter, we opened 16 de novo stores in Latin America bringing the total for 2022 to 28. In the US, we acquired three stores during fiscal 2022 and another nine stores in the Houston, Texas area after the end of the year. The rollout of the EZ+ Rewards program continues to be a success, now yielding 1.9 million members across all geographies.

“We are pleased that our strong cash flow and balance sheet has enabled us to return value to shareholders through share repurchases of $3.0 million as of November 15.

“During the quarter we celebrated a team member appreciation week, created engagement action plans on both the enterprise level and team level, and conducted leadership workshop sessions to improve bench strength. We believe we have the best, most passionate, productive team members and we are focused on recruitment, retention and incentivization. They are responsible for delivering the operating performance that underpins our strong financial results,” concluded Given.

CONSOLIDATED RESULTS

Three Months Ended September 30 As Reported Adjusted2
in millions, except per share amounts 2022 2021 2022 2021
Total revenues $ 233.4 $ 192.4 $ 233.9 $ 192.4
Gross profit1 $ 137.6 $ 119.3 $ 137.9 $ 119.3
Income before tax $ 13.2 $ 4.5 $ 12.9 $ 9.4
Net income $ 7.3 $ 1.6 $ 10.6 $ 6.2
Diluted earnings per share $ 0.11 $ 0.03 $ 0.15 $ 0.11
EBITDA (non-GAAP measure) $ 24.8 $ 17.2 $ 24.6 $ 18.5 Twelve Months Ended September 30 As Reported Adjusted2
--- --- --- --- --- --- --- --- ---
in millions, except per share amounts 2022 2021 2022 2021
Total revenues $ 886.2 $ 729.6 $ 887.4 $ 729.6
Gross profit1 $ 528.1 $ 449.5 $ 528.7 $ 449.5
Income before tax $ 67.7 $ 16.1 $ 71.6 $ 31.6
Net income $ 50.2 $ 8.6 $ 54.3 $ 21.4
Diluted earnings per share $ 0.70 $ 0.15 $ 0.75 $ 0.38
EBITDA $ 109.0 $ 66.4 $ 112.9 $ 68.2

•Diluted earnings per share were $0.11 for the fourth quarter, up from $0.03. On an adjusted basis, diluted earnings per share were $0.15, up from $0.11. For the full year, diluted earnings per share was $0.70, compared to $0.15. On an adjusted basis, diluted earnings per share for the year were $0.75, compared to $0.38.

•For the fourth quarter, income before taxes improved to $13.2 million from $4.5 million, while adjusted EBITDA increased 33% to $24.6 million. For the full year, income before taxes improved to $67.7 million from $16.1 million and adjusted EBITDA increased 66% to $112.9 million.

•PLO increased 19% to $210.0 million, up $34.1 million. On a same-store basis3, PLO increased 19% to its highest level due to increased loan demand reflecting continuing recovery above pre-COVID levels.

•In the fourth quarter, total revenues increased 21% and gross profit increased 15%, reflecting improved pawn service charge (PSC) revenue and merchandise sales gross profit. Similarly for the full year, total revenues increased 21% and gross profit increased 18%.

•PSC increased 21% in the fourth quarter and 23% for the year as a result of higher average PLO.

•Merchandise sales gross margin remains within our targeted range at 37%, reflecting our commitment to improving the core business by decreasing aged general merchandise (less than 1% of total general merchandise inventory) and focusing on selling inventory in the first 90 days. For the full year, merchandise sales gross profit margin was 38%, compared to 42%.

•Net inventory increased 37%, reflecting a return towards normalized inventory levels. Inventory turnover remained strong at 2.6x for the quarter, down from 2.8x and decreased from 2.9x to 2.8x for the year.

•For the fourth quarter, store expenses increased 8%, primarily due to increased labor in-line with store activity and rent associated with lease renewals. On a same-store basis, store expenses increased 7%. In addition, general and administrative expenses increased 14%, primarily due to asset write-downs associated with IT infrastructure migration and corporate office sublease. For the full year, store expenses increased 8%, primarily due to increased labor in-line with store activity and rent associated with lease renewals. On a same-store basis, store expenses increased 4%. In addition, general and administrative expenses for the year increased 14%, primarily due to asset write-downs associated with IT infrastructure migration and corporate office sublease, litigation accrual, increased labor and software licensing costs.

•Cash and cash equivalents at the end of the quarter was $206.0 million, down 19% year-over-year. The decrease is primarily due to the increase in PLO and inventory, the acquisition of new stores, and strategic investments.

SEGMENT RESULTS

U.S. Pawn

•PLO continued to increase, ending the year at $163.5 million, up 20% and on a same store basis.

•In the fourth quarter, total revenue was up 25% and gross profit increased 18%, reflecting increasing PSC, higher sales and improved merchandise sales gross profit. For the full year, total revenues increased 19% and gross profit increased 16%, reflecting higher average PLO for the year driving higher PSC.

•PSC increased 25% in the fourth quarter and 22% for the year as a result of higher average PLO.

•During the fourth quarter, merchandise sales gross margin decreased to 40% from 43%. For the year, merchandise sales gross profit gross margins decreased 300 bps to 41%, reflecting a focus on improving retailing and lower levels of aged general merchandise inventory (which continues to be less than 1% of total merchandise inventory).

•Net inventory increased 40% reflecting a return towards normalized inventory levels. Inventory turnover decreased to 2.5x from 2.7x in the quarter and decreased to 2.6x from 2.7x for the year.

•In the fourth quarter, store expenses increased 9%, primarily due to increased labor in-line with store activity and rent associated with lease renewals. Similarly for the full year, store expenses increased 5% (4% on a same store basis).

•Segment contribution increased 49% to $31.0 million in the fourth quarter and increased 51% to $129.1 million for the year.

•Segment store count decreased by one store due to the net impact of the acquisition of three stores and consolidation of four stores during the year.

Latin America Pawn

•PLO improved to $46.6 million, up 17% (15% on constant currency basis). On a same store basis, PLO increased 15% (13% on a constant currency basis).

•In the fourth quarter, total revenue was up 13% and on a constant currency basis, while gross profit increased 8% and on a constant currency basis. For the year, total revenues were up 30% and on a constant currency basis, while gross profit increased by 23% and on a constant currency basis.

•PSC increased to $21.5 million, up 8% (9% on a constant currency basis) as a result of higher average PLO. Similarly for the full year, PSC increased 26% and on a constant currency basis.

•Merchandise sales gross margin decreased in the fourth quarter from 34% to 31%, and for the year it decreased 500 bps to 30%, reflecting a return to more normalized margins. Aged general merchandise inventory increased to 1.9% from 0.3% of total merchandise inventory.

•Net inventory increased 28% (26% on a constant currency basis) reflecting a return towards normalized inventory levels. Inventory turnover remains strong at 3.1x, down from 3.3x for the quarter and decreased for the year to 3.5x from 3.7x.

•In the fourth quarter, store expenses increased 5% (6% on a constant currency basis) primarily due to increased labor in-line with store activity. Same-store expenses increased $0.7 million or 3% (5% on a constant currency basis). For the year, store expenses increased 18% (18% on a constant currency basis) primarily due to increased labor in-line with store activity and rent associated with lease renewals and annual inflation adjustments. Same-store expenses increased 5% and on a constant currency basis).

•For the fourth quarter, segment contribution increased to $6.7 million, up 9% (10% on a constant currency basis). For the year, segment contribution was up 39% to $24.1 million (40% increase to $24.2 million on a constant currency basis). On an adjusted basis, segment contribution for the fourth quarter was $6.7 million, flat from prior year, and the increase for the year was 33% to $24.2 million.

•Segment store count increased by 28 de novo stores opened during the year.

FORM 10-K

EZCORP’s Annual Report on Form 10-K for the year ended September 30, 2022 has been filed with the Securities and Exchange Commission. The report is available in the Investor Relations section of the Company’s website at http://investors.ezcorp.com.

CONFERENCE CALL

EZCORP will host a conference call on Thursday, November 17, 2022, at 7:00 am Central Time to discuss Fourth Quarter and Full Year Fiscal 2022 results. Analysts and institutional investors may participate on the conference call by dialing (844) 200-6205, Conference ID: 977401, or internationally by dialing (929) 526-1599. The conference call will be webcast simultaneously to the public through this link: http://investors.ezcorp.com/. A replay of the conference call will be available online at http://investors.ezcorp.com/ shortly after the end of the call.

ABOUT EZCORP

Formed in 1989, EZCORP has grown into a leading provider of pawn transactions in the United States and Latin America. We also sell merchandise, primarily collateral forfeited from pawn lending operations and pre-owned and recycled merchandise purchased from customers. We are dedicated to satisfying the short-term cash needs of consumers who are both cash and credit constrained, focusing on an industry-leading customer experience. EZCORP is traded on NASDAQ under the symbol EZPW and is a member of the S&P 1000 Index and Nasdaq Composite Index.

Follow us on social media:

Facebook EZPAWN Official https://www.facebook.com/EZPAWN/

EZCORP Instagram Official https://www.instagram.com/ezcorp_official/

EZPAWN Instagram Official https://www.instagram.com/ezpawnofficial/

EZCORP Linked In https://www.linkedin.com/company/ezcorp/

FORWARD LOOKING STATEMENTS

This announcement contains certain forward-looking statements regarding the company’s strategy, initiatives and expected performance. These statements are based on the Company’s current expectations as to the outcome and timing of future events. All statements, other than statements of historical facts, including all statements regarding the company's strategy, initiatives and future performance, that address activities or results that the company plans, expects, believes, projects, estimates or anticipates, will, should or may occur in the future, including future financial or operating results, are forward-looking statements. Actual results for future periods may differ materially from those expressed or implied by these forward-looking statements due to a number of uncertainties and other factors, including operating risks, liquidity risks, legislative or regulatory developments, market factors, current or future litigation and risks associated with the COVID-19 pandemic. For a discussion of these and other factors affecting the Company’s business and prospects, see the Company’s annual, quarterly and other reports filed with the Securities and Exchange Commission. The Company undertakes no obligation to update or revise forward-looking statements to reflect changed assumptions, the occurrence of unanticipated events or changes to future operating results over time.

Contact:

Email: Investor_Relations@ezcorp.com

Phone: (512) 314-2220

Note: Percentages are calculated from the underlying numbers in thousands and, as a result, may not agree to the percentages calculated from numbers in millions. 1”We have relabeled "net revenues" to "gross profit" throughout our filings, which we believe will improve comparability across industries and companies. This change is effective for this and future filings.

2”Adjusted” basis, which is a non-GAAP measure, excludes certain items. “Constant currency” basis, which is a non-GAAP measure, excludes the impact of foreign currency exchange rate fluctuations. “Free cash flow,” which is a non-GAAP measure, includes certain adjustments to cash flow from operating activities. For additional information about these calculations, as well as a reconciliation to the most comparable GAAP financial measures, see “Non-GAAP Financial Information” at the end of this release.

3”Same Store” basis, which is a financial measure, includes stores open the entirety of the comparable periods.

EZCORP, Inc.

CONSOLIDATED STATEMENTS OF OPERATIONS

Three Months Ended<br>September 30, Twelve Months Ended<br>September 30,
(in thousands, except per share amounts) 2022 2021 2022 2021
(Unaudited)
Revenues:
Merchandise sales $ 133,276 $ 111,982 $ 532,886 $ 442,798
Jewelry scrapping sales 12,231 7,518 32,033 26,025
Pawn service charges 87,866 72,840 320,865 260,196
Other revenues, net 34 104 441 532
Total revenues 233,407 192,444 886,225 729,551
Merchandise cost of goods sold 83,858 66,346 329,382 257,218
Jewelry scrapping cost of goods sold 11,949 6,772 28,696 22,848
Gross profit 137,600 119,326 528,147 449,485
Operating expenses:
Store expenses 95,473 88,576 357,417 330,837
General and administrative 17,855 15,625 64,342 56,495
Depreciation and amortization 9,370 7,592 32,140 30,672
(Gain) loss on sale or disposal of assets and other 18 (7) (674) 83
Other charges (268) 229
Total operating expenses 122,716 111,518 453,225 418,316
Operating income 14,884 7,808 74,922 31,169
Interest expense 2,321 5,635 9,972 22,177
Interest income (68) (559) (817) (2,477)
Equity in net income of unconsolidated affiliates (322) (1,394) (1,779) (3,803)
Other income (208) (401) (167) (790)
Income before income taxes 13,161 4,527 67,713 16,062
Income tax expense 5,824 2,974 17,553 7,450
Net income $ 7,337 $ 1,553 $ 50,160 $ 8,612
Basic earnings per share $ 0.13 $ 0.03 $ 0.89 $ 0.15
Diluted earnings per share $ 0.11 $ 0.03 $ 0.70 $ 0.15
Weighted-average basic shares outstanding 56,598 56,057 56,498 55,744
Weighted-average diluted shares outstanding 82,539 56,441 82,400 55,949

EZCORP, Inc.

CONSOLIDATED BALANCE SHEETS

(in thousands, except share and per share amounts) September 30,<br>2022 September 30,<br>2021
Assets:
Current assets:
Cash and cash equivalents $ 206,028 $ 253,667
Restricted cash 8,341 9,957
Pawn loans 210,009 175,901
Pawn service charges receivable, net 33,476 29,337
Inventory, net 151,615 110,989
Prepaid expenses and other current assets 34,694 31,010
Total current assets 644,163 610,861
Investments in unconsolidated affiliates 37,733 37,724
Other investments 24,220
Property and equipment, net 56,725 53,811
Right-of-use asset, net 221,586 200,990
Goodwill 286,828 285,758
Intangible assets, net 56,819 62,104
Notes receivable, net 1,215 1,181
Deferred tax asset, net 12,145 9,746
Other assets 6,444 4,736
Total assets $ 1,347,878 $ 1,266,911
Liabilities and stockholders' equity:
Current liabilities:
Accounts payable, accrued expenses and other current liabilities $ 84,509 $ 90,268
Customer layaway deposits 16,023 12,557
Operating lease liabilities, current 52,334 52,263
Total current liabilities 152,866 155,088
Long-term debt, net 312,903 264,186
Deferred tax liability, net 373 3,684
Operating lease liabilities 180,756 161,330
Other long-term liabilities 8,749 10,385
Total liabilities 655,647 594,673
Commitments and Contingencies
Stockholders’ equity:
Class A Non-voting Common Stock, par value $0.01 per share; shares authorized: 100 million; issued and outstanding: 53,454,885 as of September 30, 2022; 53,086,438 as of September 30, 2021; and 53,086,438 as of September 30, 2021 534 530
Class B Voting Common Stock, convertible, par value $0.01 per share; shares authorized: 3 million; issued and outstanding: 2,970,171 30 30
Additional paid-in capital 345,330 403,312
Retained earnings 402,006 326,781
Accumulated other comprehensive loss (55,669) (58,415)
Total stockholders' equity 692,231 672,238
Total liabilities and stockholders' equity $ 1,347,878 $ 1,266,911

EZCORP, Inc.

CONSOLIDATED STATEMENTS OF CASH FLOWS

Twelve Months Ended<br><br>September 30,
(in thousands) 2022 2021
Operating activities:
Net income $ 50,160 $ 8,612
Adjustments to reconcile net income to net cash flows from operating activities:
Depreciation and amortization 32,140 30,672
Amortization of debt discount and deferred financing costs 1,433 13,797
Amortization of lease right-of-use asset 52,201 48,480
Deferred income taxes 4,945 3,283
Other adjustments 2,511 (185)
Provision for inventory reserve (2,253) (8,003)
Stock compensation expense 5,053 3,946
Equity in net income of unconsolidated affiliates (1,779) (3,803)
Changes in operating assets and liabilities:
Service charges and fees receivable (4,572) (7,332)
Inventory (15,341) 371
Prepaid expenses, other current assets and other assets 3,238 7,373
Accounts payable, accrued expenses and other liabilities (65,141) (54,209)
Customer layaway deposits 3,359 1,256
Income taxes (2,785) 2,180
Dividends from unconsolidated affiliates 3,366
Net cash provided by operating activities 66,535 46,438
Investing activities:
Loans made (740,057) (601,638)
Loans repaid 410,523 351,092
Recovery of pawn loan principal through sale of forfeited collateral 274,423 208,551
Capital expenditures, net (31,895) (23,601)
Acquisitions, net of cash acquired (1,850) (19,015)
Issuance of note receivable (1,000)
Investment in unconsolidated affiliates (6,927)
Investment in other investments (16,500)
Net cash used in investing activities (113,283) (84,611)
Financing activities:
Taxes paid related to net share settlement of equity awards (792) (839)
Payments on assumed debt and other borrowings (15,414)
Repurchase of common stock (2,040)
Net cash used in financing activities (2,832) (16,253)
Effect of exchange rate changes on cash and cash equivalents and restricted cash 325 5,497
Net decrease in cash, cash equivalents and restricted cash (49,255) (48,929)
Cash, cash equivalents and restricted cash at beginning of period 263,624 312,553
Cash, cash equivalents and restricted cash at end of period $ 214,369 $ 263,624

EZCORP, Inc.

OPERATING SEGMENT RESULTS

Three Months Ended September 30, 2022<br><br>(Unaudited)
(in thousands) U.S. Pawn Latin America Pawn Other Investments Total Segments Corporate Items Consolidated
Revenues:
Merchandise sales $ 95,811 $ 37,465 $ $ 133,276 $ $ 133,276
Jewelry scrapping sales 11,875 356 12,231 12,231
Pawn service charges 66,331 21,535 87,866 87,866
Other revenues 16 18 34 34
Total revenues 174,033 59,356 18 233,407 233,407
Merchandise cost of goods sold 57,911 25,947 83,858 83,858
Jewelry scrapping cost of goods sold 11,476 473 11,949 11,949
Other cost of revenues
Gross profit 104,646 32,936 18 137,600 137,600
Store expenses 70,897 24,576 95,473 95,473
General and administrative 17,855 17,855
Depreciation and amortization 2,685 2,055 4,740 4,630 9,370
Gain on sale or disposal of assets and other 51 (33) 18 18
Interest expense 2,321 2,321
Interest income (1) (189) (190) 122 (68)
Equity in net income of unconsolidated affiliates (322) (322) (322)
Other (income) expense (185) 37 (148) (60) (208)
Segment contribution $ 31,014 $ 6,712 $ 303 $ 38,029
Income (loss) before income taxes $ 38,029 $ (24,868) $ 13,161
Three Months Ended September 30, 2021<br><br>(Unaudited)
--- --- --- --- --- --- --- --- --- --- --- --- ---
(in thousands) U.S. Pawn Latin America Pawn Other Investments Total Segments Corporate Items Consolidated
Revenues:
Merchandise sales $ 80,950 $ 31,032 $ $ 111,982 $ $ 111,982
Jewelry scrapping sales 5,767 1,751 7,518 7,518
Pawn service charges 52,885 19,955 72,840 72,840
Other revenues 22 82 104 104
Total revenues 139,624 52,738 82 192,444 192,444
Merchandise cost of goods sold 45,858 20,488 66,346 66,346
Jewelry scrapping cost of goods sold 5,130 1,642 6,772 6,772
Gross profit 88,636 30,608 82 119,326 119,326
Segment and corporate expenses (income):
Store expenses 65,088 23,488 88,576 88,576
General and administrative 15,625 15,625
Depreciation and amortization 2,678 1,912 4,590 3,002 7,592
Gain on sale of disposal of assets and other (6) (6) (1) (7)
Other Charges (268) (268) (268)
Interest expense 5,635 5,635
Interest income (197) (197) (362) (559)
Equity in net income of unconsolidated affiliates (1,394) (1,394) (1,394)
Other (income) expense (465) 10 (455) 54 (401)
Segment contribution $ 20,870 $ 6,144 $ 1,466 $ 28,480
Income (loss) before income taxes $ 28,480 $ (23,953) $ 4,527
Twelve Months Ended September 30, 2022
--- --- --- --- --- --- --- --- --- --- --- --- ---
(in thousands) U.S. Pawn Latin America Pawn Other Investments Total Segments Corporate Items Consolidated
Revenues:
Merchandise sales $ 391,958 $ 140,928 $ $ 532,886 $ $ 532,886
Jewelry scrapping sales 25,739 6,294 32,033 32,033
Pawn service charges 240,982 79,883 320,865 320,865
Other revenues 83 247 111 441 441
Total revenues 658,762 227,352 111 886,225 886,225
Merchandise cost of goods sold 230,241 99,141 329,382 329,382
Jewelry scrapping cost of goods sold 22,755 5,941 28,696 28,696
Gross profit 405,766 122,270 111 528,147 528,147
Segment and corporate expenses (income):
Store expenses 266,114 91,303 357,417 357,417
General and administrative 64,342 64,342
Depreciation and amortization 10,552 7,913 18,465 13,675 32,140
Gain on sale or disposal of assets and other 51 (37) 14 (688) (674)
Interest expense 9,972 9,972
Interest income (2) (815) (817) (817)
Equity in net income of unconsolidated affiliates (1,779) (1,779) (1,779)
Other expense (income) (148) 52 (96) (71) (167)
Segment contribution $ 129,051 $ 24,054 $ 1,838 $ 154,943
Income (loss) before income taxes $ 154,943 $ (87,230) $ 67,713
Twelve Months Ended September 30, 2021
--- --- --- --- --- --- --- --- --- --- --- --- ---
(in thousands) U.S. Pawn Latin America Pawn Other Investments Total Segments Corporate Items Consolidated
Revenues:
Merchandise sales $ 341,495 $ 101,303 $ $ 442,798 $ $ 442,798
Jewelry scrapping sales 15,260 10,765 26,025 26,025
Pawn service charges 196,721 63,475 260,196 260,196
Other revenues 105 7 420 532 532
Total revenues 553,581 175,550 420 729,551 729,551
Merchandise cost of goods sold 191,039 66,179 257,218 257,218
Jewelry scrapping cost of goods sold 13,001 9,847 22,848 22,848
Gross profit 349,541 99,524 420 449,485 449,485
Segment and corporate expenses (income):
Store expenses 253,344 77,493 330,837 330,837
General and administrative 56,495 56,495
Depreciation and amortization 10,650 7,371 18,021 12,651 30,672
Loss on sale or disposal of assets and other 27 (6) 21 62 83
Other Charges 229 229 229
Interest expense 22,177 22,177
Interest income (2,016) (2,016) (461) (2,477)
Equity in net income of unconsolidated affiliates (3,803) (3,803) (3,803)
Other (income) expense (840) (173) (1,013) 223 (790)
Segment contribution $ 85,520 $ 17,293 $ 4,396 $ 107,209
Income (loss) before income taxes $ 107,209 $ (91,147) $ 16,062

EZCORP, Inc.

STORE COUNT ACTIVITY

(Unaudited)

Three Months Ended September 30, 2022
U.S. Pawn Latin America Pawn Consolidated
As of June 30, 2022 519 644 1,163
New locations opened 16 16
Locations acquired
Locations sold, combined or closed (4) (4)
As of September 30, 2022 515 660 1,175
Three Months Ended September 30, 2021
--- --- --- ---
U.S. Pawn Latin America Pawn Consolidated
As of June 30, 2021 516 627 1,143
New locations opened 5 5
Locations acquired
Locations sold, combined or closed
As of September 30, 2021 516 632 1,148
Twelve Months Ended September 30, 2022
--- --- ---
U.S. Pawn Latin America Pawn Consolidated
As of September 30, 2021 516 632 1,148
New locations opened 28 28
Locations acquired 3 3
Locations sold, combined or closed (4) (4)
As of September 30, 2022 515 660 1,175
Twelve Months Ended September 30, 2021
--- --- --- ---
U.S. Pawn Latin America Pawn Consolidated
As of September 30, 2020 505 500 1,005
New locations opened 15 15
Locations acquired 11 128 139
Locations sold, combined or closed (11) (11)
As of September 30, 2021 516 632 1,148

Non-GAAP Financial Information (Unaudited)

In addition to the financial information prepared in conformity with accounting principles generally accepted in the United States ("GAAP"), we provide certain other non-GAAP financial information on a constant currency ("constant currency") and adjusted basis. We use constant currency results to evaluate our Latin America Pawn operations, which are denominated primarily in Mexican pesos, Guatemalan quetzales and other Latin American currencies. We believe that presentation of constant currency and adjusted results is meaningful and useful in understanding the activities and business metrics of our operations and reflect an additional way of viewing aspects of our business that, when viewed with GAAP results, provide a more complete understanding of factors and trends affecting our business. We provide non-GAAP financial information for informational purposes and to enhance understanding of our GAAP consolidated financial statements. We use this non-GAAP financial information primarily to evaluate and compare operating results across accounting periods.

Readers should consider the information in addition to, but not instead of or superior to, our financial statements prepared in accordance with GAAP. This non-GAAP financial information may be determined or calculated differently by other companies, limiting the usefulness of those measures for comparative purposes.

Constant currency results reported herein are calculated by translating consolidated balance sheet and consolidated statement of operations items denominated in local currency to U.S. dollars using the exchange rate from the prior-year comparable period, as opposed to the current period, in order to exclude the effects of foreign currency rate fluctuations. We used the end-of-period rate for balance sheet items and the average closing daily exchange rate on a monthly basis during the appropriate period for statement of operations items. The end-of-period and approximate average exchange rates for each applicable currency as compared to U.S. dollars as of and for the three and twelve months ended September 30, 2022 and 2021 were as follows:

September 30, Three Months Ended<br><br>September 30, Twelve Months Ended<br><br>September 30,
2022 2021 2022 2021 2022 2021
Mexican peso 20.1 20.5 20.2 20.0 20.4 20.2
Guatemalan quetzal 7.6 7.6 7.6 7.6 7.5 7.6
Honduran lempira 24.1 23.9 24.2 23.5 24.1 23.8
Peruvian sol 3.9 4.1 3.8 4.0 3.8 3.7

Our statement of operations constant currency results reflect the monthly exchange rate fluctuations and so are not directly calculable from the above rates. Constant currency results, where presented, also exclude the foreign currency gain or loss.

Miscellaneous Non-GAAP Financial Measures

Three Months Ended<br><br>September 30, Twelve Months Ended <br>September 30,
(in millions) 2022 2021 2022 2021
Net income $ 7.3 $ 1.6 $ 50.2 $ 8.6
Interest expense 2.3 5.6 10.0 22.2
Interest income (0.1) (0.6) (0.8) (2.5)
Income tax expense 5.8 3.0 17.6 7.5
Depreciation and amortization 9.4 7.6 32.1 30.7
EBITDA $ 24.8 $ 17.2 $ 109.0 $ 66.5
Total Revenues Gross Profit Income Before Tax Tax Effect Net Income Diluted EPS EBITDA
--- --- --- --- --- --- --- --- --- --- --- --- --- --- ---
2022 Q4 Reported $ 233.4 $ 137.6 $ 13.2 $ 5.9 $ 7.3 $ 0.11 $ 24.8
Tax impact (3.5) 3.5 0.04
Constant currency impact 0.5 0.3 (0.3) (0.1) (0.2) (0.2)
2022 Q4 Adjusted $ 233.9 $ 137.9 $ 12.9 $ 2.3 $ 10.6 $ 0.15 $ 24.6
Total Revenues Gross Profit Income Before Tax Tax Effect Net Income Diluted EPS EBITDA
--- --- --- --- --- --- --- --- --- --- --- --- --- --- ---
2022 Full Year Reported $ 886.2 $ 528.1 $ 67.7 $ 17.5 $ 50.2 $ 0.70 $ 109.0
Litigation Accrual 2.0 0.5 1.5 0.02 2.0
CCV Adjustment for Impairment 2.1 0.5 1.6 0.02 2.1
Tax Impact (1.3) 0.4
Constant Currency and other impact 1.2 0.6 (0.2) 0.6 0.01 (0.2)
2022 Full Year Adjusted $ 887.4 $ 528.7 $ 71.6 $ 17.3 $ 54.3 $ 0.75 $ 112.9 Total Revenues Gross Profit Income Before Tax Tax Effect Net<br>Income Diluted EPS EBITDA
--- --- --- --- --- --- --- --- --- --- --- --- --- --- ---
2021 Q4 Reported $ 192.4 $ 119.3 $ 4.5 $ 2.9 $ 1.6 $ 0.03 $ 17.2
Acquisition expenses 1.6 0.1 1.5 0.03 1.6
Peru Reserve (0.3) (0.3) (0.3)
Non cash Interest 3.6 0.2 3.4 0.06
2021 Q4 Adjusted $ 192.4 $ 119.3 $ 9.4 $ 3.2 $ 6.2 $ 0.11 $ 18.5 Total Revenues Gross Profit Income Before Tax Tax Effect Net<br>Income Diluted EPS EBITDA
--- --- --- --- --- --- --- --- --- --- --- --- --- --- ---
2021 Full Year Reported $ 729.6 $ 449.5 $ 16.1 $ 7.5 $ 8.6 $ 0.15 $ 66.4
Acquisition expenses 1.9 0.5 1.4 0.02 2.0
Peru Reserve 0.2 0.1 0.1 0.2
FY20 Contract write-off over-accrual (0.4) (0.1) (0.3) (0.01) (0.4)
Non cash net interest 13.8 2.3 11.6 0.21
2021 Full Year Adjusted $ 729.6 $ 449.5 $ 31.6 $ 10.3 $ 21.4 $ 0.38 $ 68.2
Three Months Ended<br><br>September 30, 2022 Twelve Months Ended<br><br>September 30, 2022
--- --- --- --- --- --- --- --- ---
(in millions) U.S. Dollar Amount Percentage Change YOY U.S. Dollar Amount Percentage Change YOY
Consolidated revenue $ 233.4 21 % $ 886.2 21 %
Currency exchange rate fluctuations 0.5 1.2
Constant currency consolidated revenue $ 233.9 22 % $ 887.4 22 %
Consolidated gross profit $ 137.6 15 % $ 528.1 18 %
Currency exchange rate fluctuations 0.3 0.6
Constant currency consolidated gross profit $ 137.9 16 % $ 528.7 18 %
Consolidated net inventory $ 151.6 37 % $ 151.6 37 %
Currency exchange rate fluctuations (0.5) (0.5)
Constant currency consolidated net inventory $ 151.1 36 % $ 151.1 36 %
Latin America Pawn gross profit $ 32.9 8 % $ 122.3 23 %
Currency exchange rate fluctuations 0.3 0.6
Constant currency Latin America Pawn gross profit $ 33.2 8 % $ 122.9 23 %
Latin America Pawn PLO $ 46.6 17 % $ 46.6 17 %
Currency exchange rate fluctuations (0.6) (0.6)
Constant currency Latin America Pawn PLO $ 46.0 15 % $ 46.0 15 %
Latin America Pawn PSC revenues $ 21.5 8 % $ 79.9 26 %
Currency exchange rate fluctuations 0.2 0.3
Constant currency Latin America Pawn PSC revenues $ 21.7 9 % $ 80.2 26 %
Latin America Pawn merchandise sales $ 37.5 21 % $ 140.9 39 %
Currency exchange rate fluctuations 0.3 0.9
Constant currency Latin America Pawn merchandise sales $ 37.8 22 % $ 141.8 40 %
Latin America Pawn segment profit before tax $ 6.7 9 % $ 24.1 39 %
Currency exchange rate fluctuations 0.1
Constant currency Latin America Pawn segment profit before tax $ 6.7 10 % $ 24.2 39 %