8-K

UNITED STATESSECURITIES 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) July 26, 2018

WORLD ACCEPTANCE CORPORATION

(Exact name of registrant as specified in its charter)

South Carolina	0-19599	57-0425114
(State or other jurisdiction of incorporation)	(Commission File Number)	(IRS Employer Identification No.)

108 Frederick Street, Greenville, South Carolina	29607
(Address of principal executive offices)	(Zip Code)

Registrant’s telephone number, including area code (864) 298-9800

n/a

(Former name or former address, if changed since last report.)

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; and

Item 7.01 Regulation FD Disclosure.

On July 26, 2018, World Acceptance Corporation ("WRLD") issued a press release announcing financial information for its first quarter ended June 30, 2018.  The press release is attached as Exhibit 99.1 to this Form 8-K and is furnished to, but not filed with, the Commission.

On July 26, 2018, World Acceptance Corporation senior management held a conference call to discuss the results of its first quarter ended June 30, 2018.  Prepared remarks for the conference call by the President and Chief Executive Officer of WRLD is attached hereto as Exhibit 99.2 to this Form 8-K and is furnished to, but not filed with, the Commission.

Item 9.01 Financial Statements and Exhibits.

(d)	Exhibits.
	Exhibit Number	Description of Exhibit
	99.1	Press release issued July 26, 2018
	99.2	Prepared remarks by President and Chief Executive Officer for the July 26, 2018 conference call

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.

		WORLD ACCEPTANCE CORPORATION
		(Registrant)
Date:	July 26, 2018	By:	/s/ John Calmes
			John Calmes
			Chief Financial Officer

EXHIBIT INDEX

Exhibit	Description
99.1	Press Release dated July 26, 2018
99.2	Prepared remarks by President and Chief Executive Officer for the July 26, 2018 conference call

EX-99.1

Exhibit 99.1

World Acceptance Corporation Reports Fiscal 2019 First Quarter Results

GREENVILLE, S.C.--(BUSINESS WIRE)--July 26, 2018--World Acceptance Corporation (NASDAQ: WRLD) today reported financial results for its first fiscal quarter ended June 30, 2018.

Three-month results

Gross loans outstanding in the US increased to $1.06 billion as of June 30, 2018, an 8.2% increase from the $981.8 million of gross loans outstanding as of June 30, 2017. Our unique borrowers in the US increased by 20,805 or 2.7% during the first quarter of fiscal 2019. This is compared to an increase of 15,616 or 2.1% during the first quarter of fiscal 2018.

As previously disclosed, we entered into an agreement to sell our Mexico operations and intend to complete the sale by July 27th. As a result of our decision to sell Mexico, we have classified the Mexican business as held for sale on the balance sheet and reported the results as discontinued operations. Net income from continuing operations for the first quarter increased to $15.6 million, a 39.5% increase from the $11.2 million reported for the same quarter of the prior year. Net income from continuing operations per diluted share increased 33.1% to $1.69 in the first quarter of fiscal 2019 compared to $1.27 in the prior year quarter. In accordance with accounting principles generally accepted in the US, we recognized a $31.3 million cumulative translation loss in the first quarter of fiscal 2019, as a result of classifying our Mexico operating segment as held for sale. This cumulative translation loss is due to the devaluation of the Mexican Peso versus the US Dollar since the date of our investment. The cumulative translation loss increased our investment in Mexico from $51.6 million to $82.9 million in the impairment analysis, which resulted in an impairment to reflect an estimated fair value of $43.9 million. Accordingly, our US dollar investment in Mexico less distributions from Mexico was $43.8 million as of June 30, 2018. Due to this impairment, net income for the first quarter of fiscal 2019 decreased $34.6 million to a $21.5 million loss compared to the $13.1 million in net income reported for the same quarter of the prior year. This resulted in a net loss of $2.32 per diluted share compared to net income of $1.48 per share in the prior year quarter.

Total revenues in the US for the first quarter increased to $122.8 million, a 5.3% increase from the $116.6 million reported for the same quarter of the prior year. The revenues from the 1,147 offices open throughout both quarterly periods increased by 5.7%. Interest and fee income increased 4.9%, from $103.4 million in the first quarter of fiscal 2018 to $108.4 million in the first quarter of fiscal 2019, primarily due to an increase in average earning loans. Insurance and other income increased by 8.1% to $14.3 million in the first quarter of fiscal 2019 compared to $13.3 million in the first quarter of fiscal 2018. The increase was related to a $570,000 increase in insurance revenue and a $500,000 increase in other income compared to the first quarter of fiscal 2018. The increase in other income was primarily due to an increase in tax preparation revenue.

Accounts in the US that were 61 days or more past due increased to 5.0% on a recency basis at June 30, 2018, compared to 4.9% at June 30, 2017. Accounts in the US that were 61 days or more past due on a contractual basis were 6.6% at June 30, 2018 and 2017. Our allowance for loan losses compared to net loans was 8.7% at June 30, 2018 and 2017.

Net charge-offs in the US as a percentage of average net loans on an annualized basis increased from 14.1% to 15.1% when comparing the first quarter of fiscal 2019 to the first quarter of fiscal 2018. The provision for loan losses for the quarter increased by $2.9 million when comparing the first quarter of fiscal 2019 to the first quarter of fiscal 2018. Net charge-offs increased $3.6 million when comparing the first quarter of fiscal 2019 to the first quarter of fiscal 2018. The portion of the provision for loan losses related to a change in loans outstanding increased by $850,000 in the first quarter of fiscal 2019, as compared to the first quarter of fiscal 2018 due to faster growth in outstanding loans in the US during the quarter. There was a $1.6 million decrease in the US provision due to a decrease during the quarter in US accounts that were 90 days past due when comparing the first quarter of fiscal 2019 to the first quarter of fiscal 2018.

General and administrative (“G&A”) expenses amounted to $67.8 million in the first quarter of fiscal 2019, compared to $66.2 million in the same quarter of the prior fiscal year. As a percentage of revenues, G&A expenses decreased from 56.8% during the first quarter of fiscal 2018 to 55.2% during the first quarter of fiscal 2019. G&A expenses per average open office increased by 1.6% when comparing the two fiscal quarters, primarily due to an increase in personnel and occupancy expense. Personnel expense increased $500,000 or 1.3% during the first quarter of fiscal 2019, as compared to the first quarter of fiscal 2018. Occupancy and equipment expense increased $500,000, or 5.5% relative to the same quarter last year.

Interest expense for the quarter ended June 30, 2018, decreased by $21,000 or 0.5% from the corresponding quarter of the previous year. The decrease in interest expense is due to a 17.6% decrease in the average debt outstanding, from $292.0 million to $240.7 million for the quarters ended June 30, 2017 and 2018, respectively. The Company disbursed $17.1 million in cash from our Mexico operating segment to our US operating segment at the end of the quarter and used this cash to pay down outstanding debt. The Company’s debt to equity ratio decreased from 0.6:1 at June 30, 2017 to 0.5:1 at June 30, 2018.

Other key return ratios for the first quarter of fiscal 2019 included a 6.8% return on average assets and a return on average equity of 11.1% (both on a trailing 12-month basis).

Other matters

As previously disclosed, we have retained outside legal counsel and forensic accountants to conduct an investigation of our operations in Mexico, focusing on the legality under the U.S. Foreign Corrupt Practices Act and certain local laws of certain payments related to loans, the maintenance of the Company’s books and records associated with such payments, and the treatment of compensation matters for certain employees. We promptly retained outside legal counsel and forensic accountants upon receipt of an anonymous letter regarding compliance matters, and we have voluntarily contacted the U.S. Securities and Exchange Commission (“SEC”) and the U.S. Department of Justice (“DOJ”) to advise both agencies that an investigation is underway. We are committed to compliance with applicable laws and regulations and intend to cooperate fully with both the SEC and the DOJ.

About World Acceptance Corporation

World Acceptance Corporation is one of the largest small-loan consumer finance companies, operating 1,181 offices in 15 states as of June 30, 2018, excluding branches held for sale in Mexico.

First quarter conference call

The senior management of World Acceptance Corporation will be discussing these results in its quarterly conference call to be held at 10:00 a.m. Eastern time today. A simulcast of the conference call will be available on the Internet at https://www.webcaster4.com/Webcast/Page/1118/26555. The call will be available for replay on the Internet for approximately 30 days.

This press release may contain various “forward-looking statements” within the meaning of the Private Securities Litigation Reform Act of 1995, that represent the Company’s expectations or beliefs concerning future events. Statements other than those of historical fact, as well as those identified by the words “anticipate,” “estimate,” intend,” “plan,” “expect,” ”project,” “believe,” “may,” “will,” “should,” “would,” “could” and any variation of the foregoing and similar expressions are forward-looking statements. Such forward-looking statements are about matters that are inherently subject to risks and uncertainties. Factors that could cause actual results or performance to differ from the expectations expressed or implied in such forward-looking statements include the following: recently enacted, proposed or future legislation and the manner in which it is implemented, including the effect of changes in tax law, such as the effect of the TCJA that was enacted on December 22, 2017; the nature and scope of regulatory authority, particularly discretionary authority, that may be exercised by regulators, including, but not limited to, the U.S. Securities and Exchange Commission (“SEC”), U.S. Department of Justice (“DOJ”), U.S. Consumer Financial Protection Bureau (“CFPB”), and individual state regulators having jurisdiction over the Company; the unpredictable nature of regulatory proceedings and litigation; developments in, and the outcome of, our ongoing investigation into certain transactions and payments in Mexico, including any legal proceedings or government enforcement actions which could arise out of the matters under review, and any remedial actions we may take in connection therewith; any determinations, findings, claims or actions made or taken by regulators or other third parties in connection with or resulting from our ongoing investigation or the SEC's formal order of investigation; the recent sale of our Mexico subsidiaries, including claims or litigation resulting therefrom; uncertainties associated with management turnover and the effective succession of senior management; the impact of changes in accounting rules and regulations, or their interpretation or application, which could materially and adversely affect the Company’s reported consolidated financial statements or necessitate material delays or changes in the issuance of the Company’s audited consolidated financial statements; the Company's assessment of its internal control over financial reporting; changes in interest rates; risks relating to expansion; risks inherent in making loans, including repayment risks and value of collateral; our dependence on debt and the potential impact of limitations in the Company’s amended revolving credit facility; the timing and amount of revenues that may be recognized by the Company; changes in current revenue and expense trends (including trends affecting delinquency and charge-offs); changes in the Company’s markets and general changes in the economy (particularly in the markets served by the Company).

These and other factors are discussed in greater detail in Part I, Item 1A, “Risk Factors” in the Company’s most recent annual report on Form 10-K for the fiscal year ended March 31, 2018 filed with the SEC and the Company’s other reports filed with, or furnished to, the SEC from time to time. World Acceptance Corporation does not undertake any obligation to update any forward-looking statements it makes. The Company is also not responsible for updating the information contained in this press release beyond the publication date, or for changes made to this document by wire services or Internet services.

WORLD ACCEPTANCE CORPORATION AND SUBSIDIARIES CONSOLIDATED STATEMENTS OF OPERATIONS (unaudited and in thousands, except per share amounts)
	Three months ended
	June 30,
	2018			2017
Revenues:
Interest and fee income	$	108,444		103,367
Insurance income, net and other income	14,346			13,271
Total revenues	122,790			116,638
Expenses:
Provision for loan losses	30,591			27,710
General and administrative expenses:
Personnel	41,569			41,044
Occupancy and equipment	10,052			9,528
Advertising	4,850			4,637
Amortization of intangible assets	263			186
Other	11,042			10,813
Total general and administrative expenses	67,776			66,208
Interest expense	4,225			4,247
Total expenses	102,592			98,165
Income from continuing operations before income taxes	20,198			18,473
Income taxes	4,559			7,265
Income from continuing operations	$	15,639		11,208
Discontinued operations (1)
Loss from discontinued operations before income taxes (including an impairment loss of $39.0 million)	(36,665		)	2,432
Income taxes	476			572
Loss from discontinued operations	(37,141		)	1,860
Net (loss) income	$	(21,502	)	13,068
Net income per common share from continuing operations (diluted)	$	1.69		$	1.27
Net (loss) income per common share from discontinued operations (diluted)	$	(4.01	)	$	0.21
Net (loss) income per common share (diluted)	$	(2.32	)	$	1.48
Weighted average diluted shares outstanding	9,253			8,827
(1) As previously disclosed, we executed an agreement to sell our Mexico operations and intend to complete the sale by July 27, 2018. As a result of our decision to sell our Mexico subsidiaries, we have reported the results of our Mexico operating segment as discontinued operations.

CONSOLIDATED BALANCE SHEETS (unaudited and in thousands)
	June 30, 2018			March 31, 2018			June 30, 2017
ASSETS
Cash and cash equivalents	$	10,263		$	12,474		$	12,145
Gross loans receivable	1,062,673			1,004,233			981,824
Less:
Unearned interest, insurance and fees	(280,887		)	(258,991		)	(257,556		)
Allowance for loan losses	(68,030		)	(66,088		)	(63,298		)
Loans receivable, net	713,756			679,154			660,970
Property and equipment, net	23,255			22,786			20,948
Deferred income taxes, net	19,808			20,175			32,795
Other assets, net	12,467			13,244			12,191
Goodwill	7,035			7,035			8,432
Intangible assets, net	6,381			6,644			4,584
Assets of discontinued operations (1)	19,013			79,475			74,699
Total assets	$	811,978		$	840,987		$	826,764
LIABILITIES & SHAREHOLDERS' EQUITY
Liabilities:
Senior notes payable	239,840			244,900			300,550
Income taxes payable	17,846			14,098			13,870
Accounts payable and accrued expenses	30,600			33,503			29,293
Liabilities of discontinued operations (1)	6,419			7,378			4,588
Total liabilities	294,705			299,879			348,301
Shareholders' equity	517,273			541,108			478,463
Total liabilities and shareholders' equity	$	811,978		$	840,987		$	826,764
(1) As previously disclosed, we executed an agreement to sell our Mexico operations and intend to complete the sale by July 27, 2018. As a result of our decision to sell our Mexico subsidiaries, we have reported the results of our Mexico operating segment as discontinued operations.

SELECTED CONSOLIDATED STATISTICS (1) (unaudited and in thousands, except percentages and branches)
	Three months ended June 30,
	2018			2017
Gross loans receivable	$	1,062,673		$	981,824
Average gross loans receivable	$	1,028,071		$	956,287
Net loans receivable	$	781,786		$	724,268
Average net loans receivable	$	760,176		$	709,465
Expenses as a percent of total revenues:
Provision for loan losses	24.9		%	23.8		%
General and administrative expenses	55.2		%	56.8		%
Interest expense	3.4		%	3.6		%
Operating income as a % of total revenue	19.9		%	19.5		%
Loan volume	$	672.242		$	619.927
Net charge-offs as percent of average loans	15.1		%	14.1		%
Return on average assets (trailing 12 months)	6.8		%	8.3		%
Return on average equity (trailing 12 months)	11.1		%	15.3		%
Branches opened (merged) or acquired, net	4			—
Branches open at (end of period)	1,181			1,169
(1) As previously disclosed, we executed an agreement to sell our Mexico operations and intend to complete the sale by July 27, 2018. As a result of our decision to sell our Mexico subsidiaries, the above statistics are for of our US operating segment only.

CONTACT:
World Acceptance Corporation
John L. Calmes, Jr., 864-298-9800
Chief Financial Officer

EX-99.2

Exhibit 99.2

EARNINGS CALL SCRIPT - Q1 FY2019

The following is a summary of our operational results for the first quarter of fiscal 2019. The purpose of these notes is to add more detail to the standard press release we issue each quarter. We intend to dedicate the Earnings Call time to answering any specific questions on our results or performance year-to-date.

INTRODUCTORY UPDATE

As we announced in June of 2017, and have repeated in our earnings call scripts since, we have an ongoing investigation relating to our Mexico operations. As previously stated, we voluntarily disclosed the matters under investigation to the Department of Justice and the Securities & Exchange Commission in June 2017. We remain committed to full cooperation with both agencies.

We would like to reaffirm our strong commitment to compliance with all applicable laws and regulations. Since it is an ongoing investigation, we are not able to provide additional information or answer any additional questions about the investigation at this time.

On July 13, 2018, we executed an agreement to sell our Mexico operations and intend to complete the sale by July 27, 2018. The sale includes both our installment loan and pay-roll deduct businesses in Mexico. Prior to the sale, we returned $17.1 million to the US through a distribution from our Mexican operating segment. We believe that over the long-term we can generate higher returns on our invested capital, with less risk, by focusing on our US operations.

As a result of our decision to sell Mexico, we have classified the Mexico operating segment as discontinued operations and will focus on our US operations.

OVERALL

The first quarter of fiscal year 2019 extends the positive results on growth in accounts and outstanding loans experienced in the prior year. We sustained our growth trends and continued to accelerate our growth in the US.

US Revenues during the first quarter of fiscal 2019 increased 5.3% over the same quarter last year. Our US revenue increased due to higher interest and fee income, primarily as a result of higher average-earning loans outstanding; higher insurance revenue; and an expansion in revenue from our tax preparation business. Likewise, same-store revenue in the US (from the 1,147 branches open in both quarters) increased 5.7%. We have seen a slight reduction in the overall yield on our portfolio. This is largely due to moving our performing customers into larger balance loans with lower rates. We have also reduced our interest rates in certain markets due to competitive pressures.

Net income from continuing operations for the first quarter of fiscal 2019 increased to $15.6 million, a 39.5% increase from the $11.2 million reported for the same quarter of the prior year.

As disclosed in our earnings release, we recognized a $31.3 million cumulative translation loss in the first quarter of fiscal 2019 as a result of classifying our Mexico operating segment as held for sale. Consequently, net income for the first quarter of fiscal 2019 decreased $34.6 million to a $21.5 million loss compared to the $13.1 million in net income reported for the same quarter of the prior year.

Our provision for loan losses increased $2.9 million for the first quarter of fiscal 2019. This is primarily due to an increase in our net charge-offs of $3.6 million. This was partially offset by a release in the allowance of $500,000 due to a reduction in our accounts that were 90 days past due during the quarter versus the $1.1 million increase in the allowance experienced in the same quarter of the prior year. The sum of our charge-offs and change in 90 day delinquencies compared to the prior year quarter is in line with our loan growth year over year.

We have passed the anniversary of the beginning of the Mexico investigation and therefore did not experience an increase in legal and professional expense compared to the prior year quarter; however, our legal and professional expenses remain elevated. We incurred $750,000 million in cost related to the Mexico investigation during the quarter. We have also experienced an increase in our occupancy expense. This is primarily due to increasing rents as well as an increase in the number of branches.

1

LOAN PORTFOLIO PERFORMANCE

US Customer Performance:

We have focused on increasing our sophistication in our marketing strategy, which we believe has contributed to expanding our customer base. Our growth in unique customers during the first quarter of fiscal 2019 was the highest in at least seven years. As of June 30, 2018, we grew our unique customers year over year by 6.4%; this is compared to 3.0%, -0.7%, -2.4%, -5.9%, and 2.7% in the preceding 5 fiscal years (2014-2018 respectively). We ended the first quarter of fiscal 2019 only 3,203 customers shy of our all-time largest first quarter customer base, set in fiscal 2014.

We continued to add more former borrowers into our customer base through new loans in the first quarter of fiscal 2019; an increase of 2.5% year over year. This is the fifth consecutive quarter of a year-over-year increase in former borrower loan volume and the largest first quarter former borrower volume in at least six years.

We had our best first fiscal quarter new borrower account growth in at least seven years with a 19.7% increase over fiscal 2018 first quarter volume; which follows last year's 14.6% increase over fiscal 2017. This marks the eighth consecutive quarter of year over year new customer growth, an area we've focused a number of resources and projects.

US Gross Loan performance:

Our gross loans at June 30, 2018 of $1.06 billion is our largest total gross loans, up 8.2% from the end of the first quarter of fiscal 2018. Year-to-date, our gross loans have grown 5.8%, the largest increase in first quarter gross loan growth since fiscal 2013. This represents the sixth consecutive quarter where our gross loan performance has shown improvement and is the result of specific strategies designed to increase customer retention and attract new customers.

Looking at same-store gross loan growth in the US, our ledger increased by 8.7% or $84 million as of the end of the first quarter of fiscal 2019. This is an improvement on the same quarter of last year where same-store gross loans decreased 0.7%. More than 70% of our stores opened in both fiscal years grew their number of accounts, unique customers, and ledger year over year. Same stores' customer base increased by 48,000 in total year over year, compared to an average reduction of 16,000 per year for each of the four preceding fiscal years.

Credit Quality of Customer Base:

Once again, continuing a trend of several quarters, our credit quality (as indicated by credit score) of loans originated improved this quarter for all categories of borrowers (new, former and current) compared to the same quarter a year earlier. Additionally, early indicators of portfolio performance are consistent with prior quarters.

Delinquencies:

Accounts in the US that were over 90 days delinquent increased to 3.2% on a recency basis, compared to 3.1% in Q1 2018. This is primarily due to our decision to hold more 90 days delinquent accounts in order to focus on extending our collections period. In our US operating segment, accounts that are 30 and 60 recency days past due as a percentage of gross loans are similar to June 30, 2016 and 2017 levels. On a contractual basis, accounts that are 30 and 60 days past due have decreased from June 30, 2016 and 2017.

New Branches:

As of June 30, 2018, we had 1,181 branches in the US, of which 1,139 are operating under the World Finance name. We continue to re-brand current and acquired branches to strengthen our brand name and reputation and intend to brand all of our operations under the World Finance name in the future.

2

OTHER PERFORMANCE DETAILS

Debt to Equity:

As of June 30, 2018, our debt to equity ratio was down to 0.5:1 from 0.6:1 as of June 30, 2017. We consider 2:1 to be a conservative level, and we are significantly below that level.

Share Repurchases:

We have not repurchased our common stock since Q1 fiscal 2018. We cannot, at this time, comment on any plans to recommence share repurchasing.

REGULATORY ENVIRONMENT

State-level Regulations:

We are not aware of any significant changes in state regulations that have been adopted (or appear likely to be adopted in the near term) that are likely to have a material adverse effect on our business.

CFPB:

Regarding the final regulations from the CFPB on small-dollar lending, we believe the effect on our business practices will be very limited. Regarding any other proposed regulation, such as CFPB supervisory oversight, we are not in a position to be able to comment about the potential impact. We will discuss any effect on our operations or policies if, and when, any legislation or regulation is fully enacted that impacts our business.

3