0001171843-16-012077.txt : 20160906
0001171843-16-012077.hdr.sgml : 20160906
20160906162138
ACCESSION NUMBER: 0001171843-16-012077
CONFORMED SUBMISSION TYPE: 10-Q
PUBLIC DOCUMENT COUNT: 65
CONFORMED PERIOD OF REPORT: 20160731
FILED AS OF DATE: 20160906
DATE AS OF CHANGE: 20160906
FILER:
COMPANY DATA:
COMPANY CONFORMED NAME: AMERICAS CARMART INC
CENTRAL INDEX KEY: 0000799850
STANDARD INDUSTRIAL CLASSIFICATION: RETAIL-AUTO DEALERS & GASOLINE STATIONS [5500]
IRS NUMBER: 630851141
STATE OF INCORPORATION: TX
FISCAL YEAR END: 0430
FILING VALUES:
FORM TYPE: 10-Q
SEC ACT: 1934 Act
SEC FILE NUMBER: 000-14939
FILM NUMBER: 161871082
BUSINESS ADDRESS:
STREET 1: 802 SOUTHEAST PLAZA AVE.
STREET 2: SUITE 200
CITY: BENTONVILLE
STATE: AR
ZIP: 72712
BUSINESS PHONE: (479) 464-9944
MAIL ADDRESS:
STREET 1: 802 SOUTHEAST PLAZA AVE.
STREET 2: SUITE 200
CITY: BENTONVILLE
STATE: AR
ZIP: 72712
FORMER COMPANY:
FORMER CONFORMED NAME: CROWN GROUP INC /TX/
DATE OF NAME CHANGE: 19971022
FORMER COMPANY:
FORMER CONFORMED NAME: CROWN CASINO CORP
DATE OF NAME CHANGE: 19931104
FORMER COMPANY:
FORMER CONFORMED NAME: SKYLINK AMERICA INC
DATE OF NAME CHANGE: 19920703
10-Q
1
f10q_090616p.htm
FORM 10-Q
UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
FORM 10-Q
[X] QUARTERLY
REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934
For the quarterly period ended July 31,
2016
Or
[] TRANSITION REPORT PURSUANT TO
SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934
For the transition period from ________
to ________
Commission file number: 0-14939
AMERICA’S
CAR-MART, INC.
(Exact name of registrant as specified in
its charter)
Texas
63-0851141
(State or other jurisdiction of incorporation or organization)
(I.R.S. Employer Identification No.)
802 Southeast Plaza Ave., Suite 200,
Bentonville, Arkansas 72712
(Address of principal executive offices)
(zip code)
(479) 464-9944
(Registrant's telephone number, including
area code)
Indicate by check mark whether the registrant: (1) has filed
all reports required to be filed by Section 13 or 15(d) of the Securities Exchange Act of 1934 during the preceding 12 months (or
for such shorter period that the registrant was required to file such reports), and (2) has been subject to such filing requirements
for the past 90 days. Yes ☒ No ☐
Indicate by check mark whether the registrant has submitted
electronically and posted on its corporate Web site, if any, every Interactive Data File required to be submitted and posted pursuant
to Rule 405 of Regulation S-T (§232.405 of this chapter) during the preceding 12 months (or for such shorter period that the
registrant was required to submit and post such files).
Yes ☒ No
☐
Indicate by check mark whether the registrant is a large accelerated
filer, an accelerated filer, a non-accelerated filer, or a smaller reporting company. See the definitions of “large accelerated
filer,” “accelerated filer” and “smaller reporting company” in Rule 12b-2 of the Exchange Act.
Large accelerated filer ☐
Accelerated
filer ☒
Non-accelerated filer ☐
Smaller
reporting company ☐
Indicate by check mark whether the registrant is a shell company
(as defined in Rule 12b-2 of the Exchange Act). Yes ☐ No ☒
Indicate the number of shares outstanding
of each of the issuer’s classes of common stock, as of the latest practicable date.
Outstanding at
Title of Each Class
September 5, 2016
Common stock, par value $.01 per share
7,836,197
Part I. FINANCIAL INFORMATION
Item 1. Financial Statements
America’s Car-Mart, Inc.
Condensed Consolidated Balance Sheets
(Unaudited)
(Dollars in thousands except share and per share amounts)
July 31, 2016
April 30, 2016
Assets:
Cash and cash equivalents
$
371
$
602
Accrued interest on finance receivables
2,157
1,716
Finance receivables, net
352,548
334,793
Inventory
33,824
29,879
Prepaid expenses and other assets
3,264
3,302
Income taxes receivable, net
-
894
Goodwill
355
355
Property and equipment, net
34,182
34,755
Total Assets
$
426,701
$
406,296
Liabilities, mezzanine equity and equity:
Liabilities:
Accounts payable
$
14,468
$
12,313
Deferred payment protection plan revenue
18,116
17,304
Deferred service contract revenue
10,369
10,035
Accrued liabilities
15,256
11,245
Income taxes payable, net
1,940
-
Deferred income tax liabilities, net
19,223
18,280
Revolving credit facilities and notes payable
117,534
107,902
Total liabilities
196,906
177,079
Commitments and contingencies (Note J)
Mezzanine equity:
Mandatorily redeemable preferred stock
400
400
Equity:
Preferred stock, par value $.01 per share, 1,000,000 shares authorized; none
issued or outstanding
-
-
Common stock, par value $.01 per share, 50,000,000 shares authorized;
12,731,779 and 12,726,560 issued at July 31, 2016 and April 30, 2016, respectively, of which 7,805,947 and 8,073,820 were
outstanding at July 31, 2016 and April 30, 2016, respectively
127
127
Additional paid-in capital
65,415
64,771
Retained earnings
312,453
305,354
Less: Treasury stock, at cost, 4,925,832 and 4,652,740 shares
at July 31, 2016 and April 30, 2016, respectively
(148,700
)
(141,535
)
Total stockholders' equity
229,295
228,717
Non-controlling interest
100
100
Total equity
229,395
228,817
Total Liabilities, Mezzanine Equity and Equity
$
426,701
$
406,296
The accompanying notes are an integral part of these condensed
consolidated financial statements.
2
Condensed Consolidated Statements of Operations
America’s Car-Mart, Inc.
(Unaudited)
(Dollars in thousands except share and per share amounts)
Three Months Ended July 31,
2016
2015
Revenues:
Sales
$
129,684
$
127,595
Interest and other income
16,156
15,095
Total revenue
145,840
142,690
Costs and expenses:
Cost of sales
75,513
75,087
Selling, general and administrative
23,168
23,125
Provision for credit losses
33,381
35,345
Interest expense
944
760
Depreciation and amortization
1,096
1,010
Loss on disposal of property and equipment
400
-
Total costs and expenses
134,502
135,327
Income before taxes
11,338
7,363
Provision for income taxes
4,229
2,747
Net income
$
7,109
$
4,616
Less: Dividends on mandatorily redeemable
preferred stock
(10
)
(10
)
Net income attributable to common stockholders
$
7,099
$
4,606
Earnings per share:
Basic
$
0.89
$
0.54
Diluted
$
0.87
$
0.52
Weighted average number of shares used in calculation:
Basic
7,948,925
8,513,440
Diluted
8,185,077
8,909,597
The accompanying notes are an integral part of these condensed
consolidated financial statements.
3
Condensed Consolidated Statements of Cash Flows
America’s Car-Mart, Inc.
(Unaudited)
(In thousands)
Three Months Ended July 31,
Operating Activities:
2016
2015
Net income
$
7,109
$
4,616
Adjustments to reconcile net income to net cash provided by (used in)
operating activities:
Provision for credit losses
33,381
35,345
Losses on claims for payment protection plan
3,107
3,155
Depreciation and amortization
1,096
1,010
Amortization of debt issuance costs
70
48
Loss on disposal of property and equipment
400
-
Stock based compensation
532
665
Deferred income taxes
943
469
Excess tax benefit from share based compensation
-
(191
)
Change in operating assets and liabilities:
Finance receivable originations
(120,848
)
(117,341
)
Finance receivable collections
58,036
58,943
Accrued interest on finance receivables
(441
)
192
Inventory
4,624
7,690
Prepaid expenses and other assets
38
305
Accounts payable and accrued liabilities
3,678
1,890
Deferred payment protection plan revenue
812
540
Deferred service contract revenue
334
514
Income taxes, net
2,834
2,192
Net cash (used in) provided by operating
activities
(4,295
)
42
Investing Activities:
Purchase of property and equipment
(523
)
(1,398
)
Net cash used in investing activities
(523
)
(1,398
)
Financing Activities:
Exercise of stock options
77
245
Excess tax benefit from share based compensation
-
191
Issuance of common stock
35
69
Purchase of common stock
(7,165
)
(2,311
)
Dividend payments
(10
)
(10
)
Change in cash overdrafts
2,088
392
Payments on note payable
(26
)
-
Proceeds from revolving credit facilities
94,410
87,857
Payments on revolving credit facilities
(84,822
)
(85,132
)
Net cash provided by financing activities
4,587
1,301
Decrease in cash and cash equivalents
(231
)
(55
)
Cash and cash equivalents, beginning of period
602
790
Cash and cash equivalents, end of period
$
371
$
735
The accompanying notes are an integral part of these condensed
consolidated financial statements.
4
Notes to Consolidated Financial Statements (Unaudited)
America’s Car-Mart, Inc.
A – Organization and Business
America’s Car-Mart,
Inc., a Texas corporation (the “Company”), is one of the largest publicly held automotive retailers in the United States
focused exclusively on the “Integrated Auto Sales and Finance” segment of the used car market. References to the Company
typically include the Company’s consolidated subsidiaries. The Company’s operations are principally conducted through
its two operating subsidiaries, America’s Car Mart, Inc., an Arkansas corporation (“Car-Mart of Arkansas”), and
Colonial Auto Finance, Inc., an Arkansas corporation (“Colonial”). The Company primarily sells older model used vehicles
and provides financing for substantially all of its customers. Many of the Company’s customers have limited financial resources
and would not qualify for conventional financing as a result of limited credit histories or past credit problems. As of July 31,
2016, the Company operated 143 dealerships located primarily in small cities throughout the South-Central United States.
B – Summary of Significant Accounting
Policies
General
The accompanying condensed
consolidated balance sheet as of April 30, 2016, which has been derived from audited financial statements, and the unaudited interim
condensed financial statements as of July 31, 2016 and 2015, have been prepared in accordance with generally accepted accounting
principles for interim financial information and in accordance with the instructions to Form 10-Q and Article 10 of Regulation
S-X. Accordingly, they do not include all of the information and footnotes required by accounting principles generally accepted
in the United States of America for complete financial statements. In the opinion of management, all adjustments (consisting of
normal recurring accruals) considered necessary for a fair presentation have been included. Operating results for the three months
ended July 31, 2016 are not necessarily indicative of the results that may be expected for the year ending April 30, 2017. For
further information, refer to the consolidated financial statements and footnotes thereto included in the Company’s annual
report on Form 10-K for the year ended April 30, 2016.
Principles of Consolidation
The consolidated financial
statements include the accounts of America’s Car-Mart, Inc. and its subsidiaries. All intercompany accounts and transactions
have been eliminated.
Segment Information
Each dealership is an
operating segment with its results regularly reviewed by the Company’s chief operating decision maker in an effort to make
decisions about resources to be allocated to the segment and to assess its performance. Individual dealerships meet the aggregation
criteria for reporting purposes under the current accounting guidance. The Company operates in the Integrated Auto Sales and Finance
segment of the used car market, also referred to as the Integrated Auto Sales and Finance industry. In this industry, the nature
of the sale and the financing of the transaction, financing processes, the type of customer and the methods used to distribute
the Company’s products and services, including the actual servicing of the contracts as well as the regulatory environment
in which the Company operates, all have similar characteristics. Each of our individual dealerships is similar in nature and only
engages in the selling and financing of used vehicles. All individual dealerships have similar operating characteristics. As such,
individual dealerships have been aggregated into one reportable segment.
Use of Estimates
The preparation of financial
statements in conformity with accounting principles generally accepted in the United States of America requires management to make
estimates and assumptions that affect the reported amounts of assets and liabilities and disclosure of contingent assets and liabilities
at the date of the financial statements, and the reported amounts of revenues and expenses during the period. Actual results could
differ from those estimates. Significant estimates include, but are not limited to, the Company’s allowance for credit losses.
Concentration of Risk
The Company provides
financing in connection with the sale of substantially all of its vehicles. These sales are made primarily to customers residing
in Alabama, Arkansas, Georgia, Kentucky, Mississippi, Missouri, Oklahoma, Tennessee, and Texas, with approximately 31% of revenues
resulting from sales to Arkansas customers.
5
Periodically, the
Company maintains cash in financial institutions in excess of the amounts insured by the federal government. The Company’s
revolving credit facilities mature in October 2017. The Company expects that these credit facilities will be renewed or refinanced
on or before the scheduled maturity dates.
Restrictions on Distributions/Dividends
The Company’s
revolving credit facilities generally restrict distributions by the Company to its shareholders. The distribution limitations under
the Credit Facilities allow the Company to repurchase the Company’s stock so long as: either (a) the aggregate amount of
such repurchases does not exceed $40 million beginning October 8, 2014 and the sum of borrowing bases combined minus the principal
balances of all revolver loans after giving effect to such repurchases is equal to or greater than 30% of the sum of the borrowing
bases, or (b) the aggregate amount of such repurchases does not exceed 75% of the consolidated net income of the Company measured
on a trailing twelve month basis; provided that immediately before and after giving effect to the stock repurchases, at least 12.5%
of the aggregate funds committed under the credit facilities remain available. Thus, the Company is limited in its ability to pay
dividends or make other distributions to its shareholders without the consent of the Company’s lenders.
Cash Equivalents
The Company considers
all highly liquid debt instruments purchased with original maturities of three months or less to be cash equivalents.
Finance Receivables, Repossessions
and Charge-offs and Allowance for Credit Losses
The Company originates
installment sale contracts from the sale of used vehicles at its dealerships. These installment sale contracts typically carry
an interest rate of 15% using the simple effective interest method including any deferred fees. In May 2016, the Company increased
its retail installment sales contract interest rate from 15.0% to 16.5% in response to continued high levels of credit losses.
Contract origination costs are not significant. The installment sale contracts are not pre-computed contracts whereby borrowers
are obligated to pay back principal plus the full amount of interest that will accrue over the entire term of the contract. Finance
receivables are collateralized by vehicles sold and consist of contractually scheduled payments from installment contracts net
of unearned finance charges and an allowance for credit losses. Unearned finance charges represent the balance of interest receivable
to be earned over the entire term of the related installment contract, less the earned amount ($2.2 million at July 31, 2016 and
$1.7 million April 30, 2016 on the Condensed Consolidated Balance Sheets), and as such, have been reflected as a reduction to the
gross contract amount in arriving at the principal balance in finance receivables. An account is considered delinquent when
the customer is one day or more behind on their contractual payments. While the Company does not formally place contracts on nonaccrual
status, the immaterial amount of interest that may accrue after an account becomes delinquent up until the point of resolution
via repossession or write-off, is reserved for against the accrued interest on the Condensed Consolidated Balance Sheets. Delinquent
contracts are addressed and either made current by the customer, which is the case in most situations, or the vehicle is repossessed
or written off if the collateral cannot be recovered quickly. Customer payments are set to match their payday with approximately
73% of payments due on either a weekly or bi-weekly basis. The frequency of the payment due dates combined with the declining value
of collateral lead to prompt resolutions on problem accounts. At July 31, 2016, 4.4% of the Company’s finance receivable
balances were 30 days or more past due compared to 3.8% at July 31, 2015.
Substantially all of
the Company’s automobile contracts involve contracts made to individuals with impaired or limited credit histories or higher
debt-to-income ratios than permitted by traditional lenders. Contracts made with buyers who are restricted in their ability to
obtain financing from traditional lenders generally entail a higher risk of delinquency, default and repossession, and higher losses
than contracts made with buyers with better credit.
The Company strives to
keep its delinquency percentages low, and not to repossess vehicles. Accounts two days late are sent a notice in the mail. Accounts
three days late are contacted by telephone. Notes from each telephone contact are electronically maintained in the Company’s
computer system. The Company attempts to resolve payment delinquencies amicably prior to repossessing a vehicle. If a customer
becomes severely delinquent in his or her payments, and management determines that timely collection of future payments is not
probable, the Company will take steps to repossess the vehicle. Periodically, the Company enters into contract modifications with
its customers to extend or modify the payment terms. The Company only enters into a contract modification or extension if it believes
such action will increase the amount of monies the Company will ultimately realize on the customer’s account and will increase
the likelihood of the customer being able to pay off the vehicle contract. At the time of modification, the Company expects to
collect amounts due including accrued interest at the contractual interest rate for the period of delay. No other concessions beyond
the extension of additional time are granted to customers at the time of modifications. Modifications are minor and are made for
payday changes, minor vehicle repairs and other reasons. For those vehicles that are repossessed, the majority are returned or
surrendered by the customer on a voluntary basis. Other repossessions are performed by Company personnel or third party repossession
agents. Depending on the condition of a repossessed vehicle, it is either resold on a retail basis through a Company dealership,
or sold for cash on a wholesale basis primarily through physical or online auctions.
6
The Company takes steps
to repossess a vehicle when the customer becomes delinquent in his or her payments and management determines that timely collection
of future payments is not probable. Accounts are charged-off after the expiration of a statutory notice period for repossessed
accounts, or when management determines that the timely collection of future payments is not probable for accounts where the Company
has been unable to repossess the vehicle. For accounts with respect to which the vehicle was repossessed, the fair value of the
repossessed vehicle is charged as a reduction of the gross finance receivables balance charged-off. For the quarter ended July
31, 2016, on average, accounts were approximately 60 days past due at the time of charge-off. For previously charged-off accounts
that are subsequently recovered, the amount of such recovery is credited to the allowance for credit losses.
The Company maintains
an allowance for credit losses on an aggregate basis at a level it considers sufficient to cover estimated losses inherent in the
portfolio at the balance sheet date in the collection of its finance receivables currently outstanding. At July 31,
2016, the weighted average total contract term was 31.7 months with 23.3 months remaining. The reserve amount in the allowance
for credit losses at July 31, 2016, $108.0 million, was 25% of the principal balance in finance receivables of $460.6 million,
less unearned payment protection plan revenue of $18.1 million and unearned service contract revenue of $10.4 million.
The estimated reserve
amount is the Company’s anticipated future net charge-offs for losses incurred through the balance sheet date. The allowance
takes into account historical credit loss experience (both timing and severity of losses), with consideration given to recent credit
loss trends and changes in contract characteristics (i.e., average amount financed, months outstanding at loss date, term and age
of portfolio), delinquency levels, collateral values, economic conditions and underwriting and collection practices. The allowance
for credit losses is reviewed at least quarterly by management with any changes reflected in current operations. The calculation
of the allowance for credit losses uses the following primary factors:
•
The number of units repossessed or charged-off as a percentage of total units financed over specific historical periods of time from one year to five years.
•
The average net repossession and charge-off loss per unit during the last eighteen months segregated by the number of months since the contract origination date and adjusted for the expected future average net charge-off loss per unit. About 50% of the charge-offs that will ultimately occur in the portfolio are expected to occur within 10-11 months following the balance sheet date. The average age of an account at charge-off date for the eighteen-month period ended July 31, 2016 was 11.8 months.
•
The timing of repossession and charge-off losses relative to the date of sale (i.e., how long it takes for a repossession or charge-off to occur) for repossessions and charge-offs occurring during the last eighteen months.
A point estimate is
produced by this analysis which is then supplemented by any positive or negative subjective factors to arrive at an overall reserve
amount that management considers to be a reasonable estimate of losses inherent in the portfolio at the balance sheet date that
will be realized via actual charge-offs in the future. Although it is at least reasonably possible that events or circumstances
could occur in the future that are not presently foreseen which could cause actual credit losses to be materially different from
the recorded allowance for credit losses, the Company believes that it has given appropriate consideration to all relevant factors
and has made reasonable assumptions in determining the allowance for credit losses. While challenging economic conditions can negatively
impact credit losses, the effectiveness of the execution of internal policies and procedures within the collections area and the
competitive environment on the funding side have historically had a more significant effect on collection results than macro-economic
issues.
In most states, the
Company offers retail customers who finance their vehicle the option of purchasing a payment protection plan product as an add-on
to the installment sale contract. This product contractually obligates the Company to cancel the remaining principal outstanding
for any contract where the retail customer has totaled the vehicle, as defined by the contract, or the vehicle has been stolen.
The Company periodically evaluates anticipated losses to ensure that if anticipated losses exceed deferred payment protection plan
revenues, an additional liability is recorded for such difference. No such liability was required at July 31, 2016 or 2015.
Inventory
Inventory consists of
used vehicles and is valued at the lower of cost or market on a specific identification basis. Vehicle reconditioning costs are
capitalized as a component of inventory. Repossessed vehicles and trade-in vehicles are recorded at fair value, which approximates
wholesale value. The cost of used vehicles sold is determined using the specific identification method.
7
Goodwill
Goodwill reflects
the excess of purchase price over the fair value of specifically identified net assets purchased. Goodwill and intangible assets
deemed to have indefinite lives are not amortized but are subject to annual impairment tests at the Company’s year-end. The
impairment tests are based on the comparison of the fair value of the reporting unit to the carrying value of such unit. If the
fair value of the reporting unit falls below its carrying value, the Company performs the second step of the two-step goodwill
impairment process to determine the amount, if any, that the goodwill is impaired. The second step involves determining the fair
value of the identifiable assets and liabilities and the implied goodwill. The implied goodwill is compared to the carrying value
of the goodwill to determine the impairment, if any. There was no impairment of goodwill during fiscal 2016, and to date, there
has been no impairment during fiscal 2017.
Property and Equipment
Property and equipment
are stated at cost. Expenditures for additions, remodels and improvements are capitalized. Costs of repairs and maintenance are
expensed as incurred. Leasehold improvements are amortized over the shorter of the estimated life of the improvement or the lease
period. The lease period includes the primary lease term plus any extensions that are reasonably assured. Depreciation is computed
principally using the straight-line method, generally over the following estimated useful lives:
Furniture,
fixtures and equipment (years)
3
to
7
Leasehold improvements (years)
5
to
15
Buildings and improvements (years)
18
to
39
Property and equipment
are reviewed for impairment whenever events or changes in circumstances indicate the carrying amount of an asset may not be recoverable.
Recoverability of assets to be held and used is measured by a comparison of the carrying amount of an asset to future undiscounted
net cash flows expected to be generated by the asset. If such assets are considered to be impaired, the impairment to be recognized
is measured by the amount by which the carrying values of the impaired assets exceed the fair value of such assets. Assets to be
disposed of are reported at the lower of the carrying amount or fair value less costs to sell.
Cash Overdraft
As checks are presented
for payment from the Company’s primary disbursement bank account, monies are automatically drawn against cash collections
for the day and, if necessary, are drawn against one of the revolving credit facilities. Any cash overdraft balance principally
represents outstanding checks that as of the balance sheet date had not yet been presented for payment, net of any deposits in
transit. Any cash overdraft balance is reflected in accrued liabilities on the Company’s Condensed Consolidated Balance Sheets.
Deferred Sales Tax
Deferred sales tax
represents a sales tax liability of the Company for vehicles sold on an installment basis in the states of Alabama and Texas. Under
Alabama and Texas law, for vehicles sold on an installment basis the related sales tax is due as the payments are collected from
the customer, rather than at the time of sale. Deferred sales tax liabilities
are reflected in accrued liabilities on the Company’s Condensed Consolidated Balance Sheets.
Income Taxes
Income taxes are accounted
for under the liability method. Under this method, deferred income tax assets and liabilities are determined based on differences
between financial reporting and tax bases of assets and liabilities, and are measured using the enacted tax rates expected to apply
in the years in which these differences are expected to be recovered or settled. The quarterly provision for income taxes is determined
using an estimated annual effective tax rate, which is based on expected annual taxable income, statutory tax rates and the Company’s
best estimate of nontaxable and nondeductible items of income and expense.
Occasionally, the
Company is audited by taxing authorities. These audits could result in proposed assessments of additional taxes. The Company believes
that its tax positions comply in all material respects with applicable tax law. However, tax law is subject to interpretation,
and interpretations by taxing authorities could be different from those of the Company, which could result in the imposition of
additional taxes.
The Company recognizes
the financial statement benefit of a tax position only after determining that the relevant tax authority would more likely than
not sustain the position following an audit. For tax positions meeting the more-likely-than-not threshold, the amount recognized
in the financial statements is the largest benefit that has a greater than 50 percent likelihood of being realized upon ultimate
settlement with the relevant tax authority. The Company applies this methodology to all tax positions for which the statute of
limitations remains open.
8
The Company is subject
to income taxes in the U.S. federal jurisdiction and various state jurisdictions. Tax regulations within each jurisdiction are
subject to the interpretation of the related tax laws and regulations and require significant judgment to apply. With few exceptions,
the Company is no longer subject to U.S. federal, state and local income tax examinations by tax authorities for the years before
fiscal 2013.
The Company’s
policy is to recognize accrued interest related to unrecognized tax benefits in interest expense and penalties in operating expenses.
The Company had no accrued penalties or interest as of July 31, 2016 or April 30, 2016.
Revenue Recognition
Revenues are generated
principally from the sale of used vehicles, which in most cases includes a service contract and a payment protection plan product,
interest income and late fees earned on finance receivables. Revenues are net of taxes collected from customers and remitted to
government agencies. Cost of vehicle sales include costs incurred by the Company to prepare the vehicle for sale including license
and title costs, gasoline, transport services and repairs.
Revenues from the sale
of used vehicles are recognized when financing, if applicable, has been approved, the sales contract is signed, and the customer
has taken possession of the vehicle. Revenues from the sale of vehicles sold at wholesale are recognized at the time the proceeds
are received. Revenues from the sale of service contracts are initially deferred and then recognized ratably over the expected
duration of the product. Service contract revenues are included in sales and the related expenses are included in cost of sales.
Payment protection plan revenues are initially deferred and then recognized to income using the “Rule of 78’s”
interest method over the life of the contract so that revenues are recognized in proportion to the amount of cancellation protection
provided. Payment protection plan revenues recognized are included in sales and related losses are included in cost of sales as
incurred. Interest income is recognized on all active finance receivable accounts using the simple effective interest method. Active
accounts include all accounts except those that have been paid-off or charged-off.
Sales consist of the following:
Three Months Ended
July 31,
(In thousands)
2016
2015
Sales – used autos
$
112,735
$
110,647
Wholesales – third party
5,417
5,619
Service contract sales
6,761
6,812
Payment protection plan revenue
4,771
4,517
Total
$
129,684
$
127,595
At July 31, 2016 and
2015, finance receivables more than 90 days past due were approximately $1.7 million and $1.4 million, respectively. Late fee revenues
totaled approximately $461,000 and $526,000 for the three months ended July 31, 2016 and 2015, respectively. Late fees are recognized
when collected and are reflected in interest and other income on the Condensed Consolidated Statements of Operations.
Earnings per Share
Basic earnings per
share are computed by dividing net income attributable to common stockholders by the average number of common shares outstanding
during the period. Diluted earnings per share are computed by dividing net income attributable to common stockholders by the average
number of common shares outstanding during the period plus dilutive common stock equivalents. The calculation of diluted earnings
per share takes into consideration the potentially dilutive effect of common stock equivalents, such as outstanding stock options
and non-vested restricted stock, which if exercised or converted into common stock would then share in the earnings of the Company.
In computing diluted earnings per share, the Company utilizes the treasury stock method and anti-dilutive securities are excluded.
Stock-Based Compensation
The Company recognizes
the cost of employee services received in exchange for awards of equity instruments, such as stock options and restricted stock,
based on the fair value of those awards at the date of grant over the requisite service period. The Company uses the Black-Scholes
option pricing model to determine the fair value of stock option awards. The Company may issue either new shares or treasury shares
upon exercise of these awards. Stock-based compensation plans, related expenses and assumptions used in the Black-Scholes option
pricing model are more fully described in Note I. If an award contains a performance condition, expense is recognized only for
those shares for which it is considered reasonably probable as of the current period end that the performance condition will be
met.
9
Treasury Stock
The Company purchased
273,092 shares of its common stock to be held as treasury stock for a total cost of $7.2 million during the first three months
of fiscal 2017 and 46,000 shares for a total cost of $2.3 million during the first three months of fiscal 2016. Treasury stock
may be used for issuances under the Company’s stock-based compensation plans or for other general corporate purposes. During
fiscal 2016, the Company established a reserve account of 10,000 shares of treasury stock to secure outstanding service contracts
issued in Iowa in accordance with the regulatory requirements of that state.
Recent Accounting Pronouncements
Occasionally, new
accounting pronouncements are issued by the Financial Accounting Standards Board (“FASB”) or other standard setting
bodies which the Company will adopt as of the specified effective date. Unless otherwise discussed, the Company believes the impact
of recently issued standards which are not yet effective will not have a material impact on its consolidated financial statements
upon adoption.
Revenue Recognition.
In May 2014, the FASB issued ASU 2014-09, Revenue from Contracts with Customers (Topic 606), which supersedes existing revenue
recognition guidance. The new guidance in ASU 2014-09 is based on the principle that revenue is recognized to depict the transfer
of goods or services to customers in an amount that reflects the consideration to which the entity expects to be entitled in exchange
for those goods or services. ASU 2014-09 also requires additional disclosure about the nature, amount, timing and uncertainty of
revenue and cash flows arising from customer contracts, including significant judgments and changes in judgments and assets recognized
from costs incurred to obtain or fulfill a contract. In August 2015, the FASB issued ASU 2015-14, Revenue from Contracts with
Customers (Topic 606): Deferral of the Effective Date, to provide entities with an additional year to implement ASU 2014-09.
As a result, the guidance in ASU 2014-09 is effective for annual and interim reporting periods beginning after December 15, 2017,
using one of two retrospective application methods. The Company is currently evaluating the potential effects of the adoption of
this update on the consolidated financial statements.
Leases. In
February 2016, the FASB issued ASU 2016-02, Leases. The new guidance requires that lessees recognize all leases, including
operating leases, with a term greater than 12 months on-balance sheet and also requires disclosure of key information about leasing
transactions. The guidance in ASU 2016-02 is effective for annual and interim reporting periods beginning after December 15, 2018.
The Company is currently evaluating the potential effects of the adoption of this guidance on the consolidated financial statements.
Stock
Compensation. In March 2016, the FASB issued ASU 2016-09, Improvements to Employee Share-Based Payment Accounting,
which aims to simplify aspects of accounting for share-based payment transactions, including: presenting the excess tax benefit
or deficit from the exercise or vesting of share-based payments in the income statement, a revision to the criteria for classifying
an award as equity or liability, an option to recognize gross stock compensation expense with actual forfeitures recognized as
they occur, and certain classifications on the statement of cash flows. In addition, the new guidance eliminates the excess tax
benefit from the assumed proceeds calculation under the treasury stock method for purposes of calculating diluted shares. ASU 2016-09
is effective for annual and interim reporting periods beginning after December 15, 2016. Certain provisions of ASU 2016-09 are
required to be adopted prospectively, notably the requirement to recognize the excess tax benefit or deficit in the income statement,
while other provisions require modified retrospective application or in some cases full retrospective application. The
Company is currently evaluating the potential effects of the adoption of this guidance on the consolidated financial statements.
Credit Losses.
In June 2016, the FASB issued ASU 2016-13, Financial Instruments — Credit Losses (Topic 326). ASU 2016-13 requires
financial assets such as loans to be presented net of an allowance for credit losses that reduces the cost basis to the amount
expected to be collected over the estimated life. Expected credit losses will be measured based on historical experience and current
conditions, as well as forecasts of future conditions that affect the collectability of the reported amount. ASU 2016-13 is effective
for annual and interim reporting periods beginning after December 15, 2019, using a modified retrospective approach. The Company
is currently evaluating the potential effects of the adoption of this guidance on the consolidated financial statements.
Reclassifications
The Company has made
reclassifications to certain amounts in the accompanying Condensed Consolidated Balance Sheet as of April 30, 2016. The reclassifications
did not have an impact on net income or earnings per share.
10
C – Finance Receivables, Net
The Company originates
installment sale contracts from the sale of used vehicles at its dealerships. These installment sale contracts carry an interest
rate of 15% or 16.5% per annum (based on the Company’s contract interest rate as of the contract origination date), are collateralized
by the vehicle sold and typically provide for payments over periods ranging from 18 to 42 months. The weighted average interest
rate for the portfolio was approximately 15.16% at July 31, 2016. The Company’s finance receivables are defined as one segment
and one class of loans in sub-prime consumer automobile contracts. The level of risks inherent in the Company’s financing
receivables is managed as one homogeneous pool.
The components of
finance receivables are as follows:
(In thousands)
July 31, 2016
April 30, 2016
Gross contract amount
$
532,620
$
504,149
Less unearned finance charges
(72,050
)
(66,871
)
Principal balance
460,570
437,278
Less allowance for credit losses
(108,022
)
(102,485
)
Finance receivables, net
$
352,548
$
334,793
Changes
in the finance receivables, net are as follows:
Three Months Ended July 31,
(In thousands)
2016
2015
Balance at beginning of period
$
334,793
$
324,144
Finance receivable originations
120,848
117,341
Finance receivable collections
(58,036
)
(58,943
)
Provision for credit losses
(33,381
)
(35,345
)
Losses on claims for payment protection plan
(3,107
)
(3,155
)
Inventory acquired in repossession and payment protection plan claims
(8,569
)
(11,743
)
Balance at end of period
$
352,548
$
332,299
Changes in the finance
receivables allowance for credit losses are as follows:
Three Months Ended July 31,
(In thousands)
2016
2015
Balance at beginning of period
$
102,485
$
93,224
Provision for credit losses
33,381
35,345
Charge-offs, net of recovered collateral
(27,844
)
(32,987
)
Balance at end of period
$
108,022
$
95,582
The factors which
influenced management’s judgment in determining the amount of the additions to the allowance charged to provision for credit
losses are described below.
The level of actual
charge-offs, net of recovered collateral, is the most important factor in determining the charges to the provision for credit losses.
This is due to the fact that once a contract becomes delinquent the account is either made current by the customer, the vehicle
is repossessed or the account is written off if the collateral cannot be recovered. Net charge-offs as a percentage of average
finance receivables decreased to 6.2% for the three months ended July 31, 2016 compared to 7.8% for the same period in the prior
year. This improvement in net charge-offs for the first fiscal quarter is primarily due to a decrease in the frequency of losses
as a result of the low delinquencies greater than 30 days at April 30, 2016 of 3.0%, significantly lower than at April 30, 2015
at 5.8%.
Collections and delinquency
levels can have a significant effect on additions to the allowance and are reviewed frequently. Collections as a percentage of
average finance receivables were 13.0% for the three months ended July 31, 2016 compared to 14.0% for the prior year period. The
decrease in collections as a percentage of average finance receivables resulted primarily from the longer average term coupled
with slightly higher delinquencies. Delinquencies greater than 30 days were 4.4% for July 31, 2016 and 3.8% at July 31, 2015.
11
Macro-economic factors,
and more importantly, proper execution of operational policies and procedures have a significant effect on additions to the allowance
charged to the provision. Higher unemployment levels, higher gasoline prices and higher prices for staple items can potentially
have a significant effect. The Company continues to focus on operational improvements within the collections area such as credit
reporting for customers and further implementation and integration of GPS technology on vehicles sold.
Credit quality information
for finance receivables is as follows:
(Dollars in thousands)
July 31, 2016
April 30, 2016
July 31, 2015
Principal
Balance
Percent of
Portfolio
Principal
Balance
Percent of
Portfolio
Principal
Balance
Percent of
Portfolio
Current
$
381,685
82.88
%
$
378,631
86.59
%
$
355,263
83.03
%
3 - 29 days past due
58,740
12.75
%
45,631
10.43
%
56,247
13.15
%
30 - 60 days past due
14,749
3.20
%
8,429
1.93
%
12,030
2.81
%
61 - 90 days past due
3,728
0.81
%
3,498
0.80
%
2,955
0.69
%
> 90 days past due
1,668
0.36
%
1,089
0.25
%
1,386
0.32
%
Total
$
460,570
100.00
%
$
437,278
100.00
%
$
427,881
100.00
%
Accounts one and two days past due
are considered current for this analysis, due to the varying payment dates and variation in the day of the week at each period
end. Delinquencies may vary from period to period based on the average age of the portfolio, seasonality within the calendar year,
the day of the week and overall economic factors. The above categories are consistent with internal operational measures used by
the Company to monitor credit results. The Company believes that improvement in the past due percentages is driven in part by the
proper execution of best collections efforts at all dealerships.
Substantially all
of the Company’s automobile contracts involve contracts made to individuals with impaired or limited credit histories, or
higher debt-to-income ratios than permitted by traditional lenders. Contracts made with buyers who are restricted in their ability
to obtain financing from traditional lenders generally entail a higher risk of delinquency, default, repossession, and losses than
contracts made with buyers with better credit. The Company monitors contract term length, down payment percentages, and collections
as credit quality indicators.
Three Months Ended July 31,
2016
2015
Principal collected as a percent of average finance receivables
13.0
%
14.0
%
Average down-payment percentage
6.0
%
6.6
%
Average originating contract term (in months)
29.3
28.2
July 31, 2016
July 31, 2015
Portfolio weighted average contract term, including modifications (in months)
31.7
30.4
The decrease in collections
as a percentage of average finance receivables was primarily due to the longer overall contract term, coupled with slightly higher
delinquencies. The increases in contract term are primarily related to efforts to keep payments affordable, for competitive reasons
and to continue to work more with our customers when they experience financial difficulties. In order to remain competitive, term
lengths may continue to increase.
D – Property and Equipment
A summary of property
and equipment is as follows:
(In thousands)
July 31, 2016
April 30, 2016
Land
$
6,711
$
6,711
Buildings and improvements
11,955
11,928
Furniture, fixtures and equipment
15,017
14,941
Leasehold improvements
23,579
23,308
Construction in progress
430
250
Less accumulated depreciation and amortization
(23,510
)
(22,383
)
Total
$
34,182
$
34,755
12
E – Accrued Liabilities
A summary of accrued liabilities is as follows:
(In thousands)
July 31, 2016
April 30, 2016
Employee compensation
$
5,527
$
3,684
Cash overdrafts (see Note B)
2,088
-
Deferred sales tax (see Note B)
2,869
2,736
Other
4,772
4,825
Total
$
15,256
$
11,245
F – Debt Facilities
A summary of revolving credit facilities is
as follows:
(In thousands)
Aggregate
Interest
Balance at
Amount
Rate
Maturity
July 31, 2016
April 30, 2016
Revolving credit facilities
$
172,500
LIBOR + 2.375%
October 8, 2017
$
117,369
$
107,386
(2.86% at July 31, 2016 and 2.81% at April 30, 2016)
On March 9, 2012, the
Company entered into an Amended and Restated Loan and Security Agreement with a group of lenders providing revolving credit facilities
totaling $125 million (“Credit Facilities”). The Credit Facilities were amended on September 30, 2012, February 4,
2013, June 24, 2013, February 13, 2014 and October 8, 2014, respectively. The first amendment to the Credit Facilities increased
the total revolving commitment to $145 million. The second amendment amended the definition of eligible vehicle contracts to include
contracts with 36-42 month terms. The third amendment extended the term to June 24, 2016, provided the option to request revolver
commitment increases for up to an additional $55 million and provided for a 0.25% decrease in each of the three pricing tiers for
determining the applicable interest rate. The fourth amendment amended the structure of the debt covenants as related to the application
of the fixed charge coverage ratio calculation. As amended, the fixed charge coverage ratio calculation will be required
only if availability, as defined, under the revolving credit facilities is less than certain specified thresholds. The fourth
amendment also increased the allowable capital expenditures to $10 million in the aggregate during any fiscal year and allows for
the sale of certain vehicle contracts to third parties.
On October 8, 2014, the
Company entered into a fifth amendment to the Credit Facilities, which extended the term of the Credit Facilities to October 8,
2017, added a new pricing tier for determining the applicable interest rate, and provided for a 0.125% increase in each of the
three existing pricing tiers. The fifth amendment also amended one of two alternative distribution limitations related to repurchases
of the Company’s stock. With respect to such limitation, the amendment (i) reset the $40 million aggregate limit on repurchases
beginning with October 8, 2014, (ii) redefined the aggregate amount of repurchases to be net of proceeds received from the exercise
of stock options, and (iii) changed the requirement that the sum of borrowing bases combined minus the principal balances of all
revolver loans after giving effect to such repurchases be equal to or greater than 30% of the sum of the borrowing bases.
On February 18, 2016,
the Company exercised an option under its existing credit agreement to increase the total revolving credit facilities by $27.5
million from $145 million to $172.5 million. The increase in the total revolving credit commitments was made pursuant to the aforementioned
accordion feature of the Credit Facilities, which allows the Company to increase the total revolver commitments by up to an additional
$55 million (up to $200 million in total commitments), subject to lender approval and/or successful syndication.
The revolving credit
facilities are collateralized primarily by finance receivables and inventory, are cross collateralized and contain a guarantee
by the Company. Interest is payable monthly under the revolving credit facilities. The Credit Facilities provide for four pricing
tiers for determining the applicable interest rate, based on the Company’s consolidated leverage ratio for the preceding
fiscal quarter. The current applicable interest rate under the Credit Facilities is generally LIBOR plus 2.375%. The Credit Facilities
contain various reporting and performance covenants including (i) maintenance of certain financial ratios and tests, (ii) limitations
on borrowings from other sources, (iii) restrictions on certain operating activities and (iv) restrictions on the payment of dividends
or distributions.
The distribution limitations
under the Credit Facilities allow the Company to repurchase the Company’s stock so long as: either (a) the aggregate amount
of such repurchases does not exceed $40 million beginning October 8, 2014 and the sum of borrowing bases combined minus the principal
balances of all revolver loans after giving effect to such repurchases is equal to or greater than 30% of the sum of the borrowing
bases, or (b) the aggregate amount of such repurchases does not exceed 75% of the consolidated net income of the Company measured
on a trailing twelve month basis; provided that immediately before and after giving effect to the stock repurchases at least 12.5%
of the aggregate funds committed under the credit facilities remain available.
13
The Company was in
compliance with the covenants at July 31, 2016. The amount available to be drawn under the credit facilities is a function of eligible
finance receivables and inventory. Based upon eligible finance receivables and inventory at July 31, 2016, the Company had additional
availability of approximately $52.8 million under the revolving credit facilities.
The Company recognized
approximately $70,000 and $48,000 of amortization for the three months ended July 31, 2016 and 2015, respectively, related to debt
issuance costs. The amortization is reflected as interest expense in the Company’s Condensed Consolidated Statements of Operations.
During fiscal 2016,
the Company implemented the guidance in ASU 2015-03, Simplifying the Presentation of Debt Issuance Costs, which amended
the presentation of debt issuance costs in the financial statements. ASU 2015-03 requires that debt issuance costs related to a
recognized debt liability be presented in the balance sheet as a direct deduction from the carrying amount of that debt liability,
consistent with debt discounts, instead of as an asset. As a result, debt issuance costs of approximately $326,000 and $396,000
as of July 31, 2016 and April 30, 2016, respectively, are shown as a deduction from the revolving credit facilities in the Condensed
Consolidated Balance Sheet.
On December 15, 2015,
the Company entered into an agreement to purchase the property on which one of its dealerships is located for a purchase price
of $550,000. Under the agreement, the purchase price is being paid in monthly principal and interest installments of $10,005. The
debt matures in December 2020, bears interest at a rate of 3.50% and is secured by the property. The balance on this note payable
was approximately $491,000 and $516,000 as of July 31, 2016 and April 30, 2016, respectively.
G – Fair Value Measurements
The table below summarizes
information about the fair value of financial instruments included in the Company’s financial statements at July 31, 2016
and April 30, 2016:
July 31, 2016
April 30, 2016
(In thousands)
Carrying
Value
Fair
Value
Carrying
Value
Fair
Value
Cash
$
371
$
371
$
602
$
602
Finance receivables, net
352,548
283,251
334,793
268,926
Accounts payable
14,468
14,468
12,313
12,313
Revolving credit facilities and notes payable
117,534
117,534
107,902
107,902
Because no market
exists for certain of the Company’s financial instruments, fair value estimates are based on judgments and estimates regarding
yield expectations of investors, credit risk and other risk characteristics, including interest rate and prepayment risk. These
estimates are subjective in nature and involve uncertainties and matters of judgment and therefore cannot be determined with precision.
Changes in assumptions could significantly affect these estimates. The methodology and assumptions utilized to estimate the fair
value of the Company’s financial instruments are as follows:
Financial Instrument
Valuation Methodology
Cash
The carrying amount is considered to be a reasonable estimate of fair value due to the short-term nature of the financial instrument.
Finance receivables, net
The Company estimates the fair value of its receivables at what a third party purchaser might be willing to pay. The Company has had discussions with third parties and has bought and sold portfolios, and had a third party appraisal in November 2012 that indicated a range of 35% to 40% discount to face would be a reasonable fair value in a negotiated third party transaction. The sale of finance receivables from Car-Mart of Arkansas to Colonial is made at a 38.5% discount. For financial reporting purposes these sale transactions are eliminated. Since the Company does not intend to offer the receivables for sale to an outside third party, the expectation is that the net book value at July 31, 2016, will ultimately be collected. By collecting the accounts internally the Company expects to realize more than a third party purchaser would expect to collect with a servicing requirement and a profit margin included.
Accounts payable
The carrying amount is considered to be a reasonable estimate of fair value due to the short-term nature of the financial instrument.
Revolving credit facilities and notes
payable
The fair value approximates carrying value due to the variable interest rates charged on the revolving credit facilities, which reprice frequently.
14
H – Weighted Average Shares Outstanding
Weighted average shares
of common stock outstanding used in the calculation of basic and diluted earnings per share were as follows:
Three Months Ended
July 31,
2016
2015
Weighted average shares outstanding-basic
7,948,925
8,513,440
Dilutive options and restricted stock
236,152
396,157
Weighted average shares outstanding-diluted
8,185,077
8,909,597
Antidilutive securities not included:
Options
410,500
258,000
Restricted stock
9,000
-
I – Stock-Based Compensation
The Company has stock-based
compensation plans available to grant non-qualified stock options, incentive stock options and restricted stock to employees, directors
and certain advisors of the Company. The stock-based compensation plans being utilized at July 31, 2016 are the Amended and Restated
Stock Option Plan and the Amended and Restated Stock Incentive Plan. The Company recorded total stock-based compensation expense
for all plans of approximately $532,000 ($334,000 after tax effects) and $664,000 ($416,000 after tax effects) for the three months
ended July 31, 2016 and 2015, respectively. Tax benefits were recognized for these costs at the Company’s overall effective
tax rate.
Stock Options
The Company has options
outstanding under two stock option plans approved by the shareholders, the 1997 Stock Option Plan (“1997 Plan”) and
the Amended and Restated Stock Option Plan, formerly the 2007 Stock Option Plan (the “2007 Plan”). While previously
granted options remain outstanding, no additional option grants may be made under the 1997 Plan. The shareholders of the Company
approved the Amended and Restated Stock Option Plan (the “Restated Option Plan”) on August 5, 2015, which extended
the term of the Restated Option Plan to June 10, 2025 and increased the number of shares of common stock reserved for issuance
under the plan to 1,800,000 shares. The Restated Option Plan provides for the grant of options to purchase shares of the Company’s
common stock to employees, directors and certain advisors of the Company at a price not less than the fair market value of the
stock on the date of grant and for periods not to exceed ten years. Options granted under the Company’s stock option plans
expire in the calendar years 2017 through 2026.
1997 Plan
Restated
Option Plan
Minimum exercise price as a percentage of fair market value at date of grant
100
%
100
%
Last expiration date for outstanding options
July 2, 2017
May 1, 2026
Shares available for grant at July 31, 2016
-
272,500
The fair value of options
granted is estimated on the date of grant using the Black-Scholes option pricing model based on the assumptions in the table below.
Three Months Ended July 31,
2016
2015
Expected term (years)
5.5
5.5
Risk-free interest rate
1.32
%
1.56
%
Volatility
36
%
34
%
Dividend yield
-
-
15
The expected term of
the options is based on evaluations of historical actual and future expected employee exercise behavior. The risk-free interest
rate is based on the U.S. Treasury rates at the date of grant with maturity dates approximately equal to the expected life at the
grant date. Volatility is based on historical volatility of the Company’s common stock. The Company has not historically
issued any dividends and does not expect to do so in the foreseeable future.
There were 30,000
options granted during the three months ended July 31, 2016 and 238,750 options granted during the three months ended July 31,
2015. The grant-date fair value of options granted during the three months ended July 31, 2016 and 2015 was $279,000 and $4.3 million,
respectively. The options were granted at fair market value on the date of grant.
Stock
option compensation expense on a pre-tax basis was $507,000 ($318,000 after tax effects) and
$627,000 ($393,000 after tax effects) for the three months ended
July 31, 2016 and 2015, respectively. As of July 31, 2016, the Company had approximately $3.5 million of total unrecognized
compensation cost related to unvested options that are expected to vest. These unvested outstanding options have a weighted-average
remaining vesting period of 3.5 years.
In May 2015, key employees
of the Company were granted 99,750 performance based stock options with a five-year performance period ending April 30, 2020. An
additional 40,000 such options were granted to key employees of the Company in August 2015. Tiered vesting of these units is based
solely on comparing the Company’s net income over the specified performance period to net income at April 30, 2015. As of
July 31, 2016, the Company had $1.1 million in unrecognized compensation expense related to 66,500 of these options that are not
currently expected to vest.
The aggregate intrinsic
value of outstanding options at July 31, 2016 and 2015 was $12.2 million and $21.4 million, respectively.
The Company had the following
options exercised for the periods indicated. The impact of these cash receipts is included in financing activities in the accompanying
Condensed Consolidated Statements of Cash Flows.
Three Months Ended July 31,
(Dollars in thousands)
2016
2015
Options exercised
3,750
17,750
Cash received from option exercises
$
77
$
245
Intrinsic value of options exercised
$
14
$
690
As of July 31, 2016 there
were 930,250 vested and exercisable stock options outstanding with an aggregate intrinsic value of $11.8 million and a weighted
average remaining contractual life of 3.4 years and a weighted average exercise price of $23.44.
Stock Incentive Plan
On October 14, 2009,
the shareholders of the Company approved an amendment to the Company’s Stock Incentive Plan that increased the number of
shares of common stock that may be issued under the Stock Incentive Plan to 350,000. On August 5, 2015, the shareholders
of the Company approved the Amended and Restated Stock Incentive Plan, which extended the term of the Stock Incentive Plan to June
10, 2025. For shares issued under the Stock Incentive Plan, the associated compensation expense is generally recognized equally
over the vesting periods established at the award date and is subject to the employee’s continued employment by the Company.
There
were no restricted shares granted during the first three months of fiscal 2017 or fiscal 2016. A total of 178,027 shares remained
available for award at July 31, 2016. There were 9,000 unvested
shares at July 31, 2016 with a weighted average grant date fair value of $52.10.
The
Company recorded compensation cost of approximately $18,000 ($11,000 after tax effects) and
$25,000 ($16,000 after tax effects) related to the Stock Incentive
Plan during the three months ended July 31, 2016 and 2015, respectively. As of July 31, 2016, the Company had approximately $352,000
of total unrecognized compensation cost related to unvested awards granted under the Stock Incentive Plan, which the Company
expects to recognize over a weighted-average remaining period of 3.8 years.
There were no modifications
to any of the Company’s outstanding share-based payment awards during fiscal 2016 or during the first three months of fiscal
2017.
16
J – Commitments and Contingencies
The Company has a
standby letter of credit relating to an insurance policy totaling $1 million at July 31, 2016.
K - Supplemental Cash Flow Information
Supplemental cash flow
disclosures are as follows:
Three Months Ended
July 31,
(in thousands)
2016
2015
Supplemental disclosures:
Interest paid
$
944
$
990
Income taxes paid, net
451
86
Non-cash transactions:
Inventory acquired in repossession and payment protection plan claims
8,569
11,743
Loss accrued on disposal of property and equipment
400
-
Item 2. Management's Discussion and
Analysis of Financial Condition and Results of Operations
The following discussion
should be read in conjunction with the Company's Condensed Consolidated Financial Statements and notes thereto appearing elsewhere
in this report.
Forward-Looking Information
This Quarterly Report
on Form 10-Q contains “forward-looking statements” within the meaning of the Private Securities Litigation Reform Act
of 1995. These forward-looking statements address the Company’s future objectives, plans and goals, as well as the Company’s
intent, beliefs and current expectations regarding future operating performance, and can generally be identified by words such
as “may”, “will”, “should”, “could”, “believe”, “expect”,
“anticipate”, “intend”, “plan”, “foresee”, and other similar words or phrases.
Specific events addressed by these forward-looking statements include, but are not limited to:
•
new dealership openings;
•
performance of new dealerships;
•
same dealership revenue growth;
•
future revenue growth;
•
receivables growth as related to revenue growth;
•
gross margin percentages;
•
interest rates;
•
future credit losses;
•
the Company’s collection results, including, but not limited to, collections during income tax refund periods;
•
seasonality;
•
security breaches, cyber-attacks, or fraudulent activity;
•
compliance with tax regulations;
•
the Company’s business and growth strategies;
•
financing the majority of growth from profits; and
•
having adequate liquidity to satisfy its capital needs.
These forward-looking
statements are based on the Company’s current estimates and assumptions and involve various risks and uncertainties. As a
result, you are cautioned that these forward-looking statements are not guarantees of future performance, and that actual results
could differ materially from those projected in these forward-looking statements. Factors that may cause actual results to differ
materially from the Company’s projections include those risks described elsewhere in this report, as well as:
•
the availability of credit facilities to support the Company’s business;
•
the Company’s ability to underwrite and collect its contracts effectively;
•
competition;
•
dependence on existing management;
17
•
availability of quality vehicles at prices that will be affordable to customers;
•
changes in consumer finance laws or regulations, including, but not limited to, rules and regulations that have recently been
enacted or could be enacted by federal and state governments; and
•
general economic conditions in the markets in which the Company operates, including, but not limited to, fluctuations in gas
prices, grocery prices and employment levels.
The Company undertakes
no obligation to update or revise any forward-looking statements, whether as a result of new information, future events or otherwise.
You are cautioned not to place undue reliance on these forward-looking statements, which speak only as of the dates on which they
are made.
Overview
America’s Car-Mart,
Inc., a Texas corporation initially formed in 1981 (the “Company”), is one of the largest publicly held automotive
retailers in the United States focused exclusively on the “Integrated Auto Sales and Finance” segment of the used car
market. The Company’s operations are principally conducted through its two operating subsidiaries, America’s Car Mart,
Inc., an Arkansas corporation (“Car-Mart of Arkansas”), and Colonial Auto Finance, Inc., an Arkansas corporation (“Colonial”).
References to the Company include the Company’s consolidated subsidiaries. The Company primarily sells older model used vehicles
and provides financing for substantially all of its customers. Many of the Company’s customers have limited financial resources
and would not qualify for conventional financing as a result of limited credit histories or past credit problems. As of July 31,
2016, the Company operated 143 dealerships located primarily in small cities throughout the South-Central United States.
The Company has grown
its revenues between 3% and 14% per year over the last ten fiscal years (9% on average). Growth results from same dealership revenue
growth and the addition of new dealerships. Revenue increased 2.2% for the first three months of fiscal 2017 compared to the same
period of fiscal 2016 due primarily to a 7% increase in interest income and a 4.3% increase in the average selling price to $10,393,
partially offset by a 2.3% decrease in retail units sold.
The Company’s
primary focus is on collections. Each dealership is responsible for its own collections with supervisory involvement of the corporate
office. Over the last five fiscal years, the Company’s annual credit losses as a percentage of sales have ranged from approximately
21.1% in fiscal 2012 to 28.5% in fiscal 2016 (27.6% excluding the effect of the increase in the allowance for credit losses in
the second quarter of fiscal 2016) (average of 25.1%). The higher credit losses as a percentage of sales for fiscal 2016 of 28.5%
were primarily a result of competitive pressures remaining elevated and the increased number of newer dealerships weighing on credit
loss results. For the first three months of fiscal 2017, credit losses as a percentage of sales decreased to 25.7%, resulting from
a decrease in the frequency of losses as a result of the low delinquencies greater than 30 days at April 30, 2016 of 3.0%, significantly
lower than at April 30, 2015 at 5.8%.
Historically, credit
losses, on a percentage basis, tend to be higher at new and developing dealerships than at mature dealerships. Generally, this
is the case because the management at new and developing dealerships tends to be less experienced in making credit decisions and
collecting customer accounts and the customer base is less seasoned. Normally more mature dealerships have more repeat customers
and, on average, repeat customers are a better credit risk than non-repeat customers. Negative macro-economic issues do not always
lead to higher credit loss results for the Company because the Company provides basic affordable transportation which in many cases
is not a discretionary expenditure for customers. The Company does believe, however, that general inflation, particularly within
staple items such as groceries and gasoline, as well as overall unemployment levels and potentially lower or stagnant personal
income levels affecting customers can have, and have had in recent years, a negative impact on collections. Additionally, increased
competition for used vehicle financing has recently had a negative effect on collections and charge-offs.
In an effort to
offset the elevated credit losses and lower collection levels and to operate more efficiently, the Company continues to look
for improvements to its business practices, including better underwriting and better collection procedures. The Company has a
proprietary credit scoring system which enables the Company to monitor the quality of contracts. Corporate office personnel
monitor proprietary credit scores and work with dealerships when the distribution of scores falls outside of
prescribed thresholds. The Company has implemented credit reporting and the use of global positioning system
(“GPS”) units on vehicles. Additionally, the Company has placed significant focus on the collection area; the
Company’s training department continues to spend significant time and effort on collections improvements. The Support
Operations Officer oversees the collections department and provides timely oversight and additional accountability on a
consistent basis. In addition, the Company has a Director of Collection Services who assists with managing the
Company’s servicing and collections practices and provides additional monitoring and training. Also, turnover at the
dealership level for collections positions is down compared to historical levels, which management believes can have a
positive effect on collection results. The Company believes that the proper execution of its business practices is the single
most important determinant of its long term credit loss experience.
18
Historically, the
Company’s gross margins as a percentage of sales have been fairly consistent from year to year. Over the period from fiscal
2011 through fiscal 2016, the Company’s gross margins as a percentage of sales ranged between approximately 40% and 43%.
Gross margin as a percentage of sales for fiscal 2016 was 39.8%. The Company’s gross margins are based upon the cost of the
vehicle purchased, with lower-priced vehicles typically having higher gross margin percentages. Gross margins in recent years have
been negatively affected by the increase in the average retail sales price (a function of a higher purchase price) and higher operating
costs, mostly related to increased vehicle repair costs and higher fuel costs. Additionally, the percentage of wholesale sales
to retail sales, which relate for the most part to repossessed vehicles sold at or near cost, can have a significant effect on
overall gross margins. For the first three months of fiscal 2017, gross margin increased to 41.8% of sales primarily due to a decrease
in the level of wholesales due to lower repossession activity, and lower vehicle repair expenses that had negatively impacted gross
margins in fiscal 2016. The Company expects that its gross margin percentage will continue to remain under pressure over the near
term.
Hiring, training and
retaining qualified associates is critical to the Company’s success. The rate at which the Company adds new dealerships and
is able to implement operating initiatives is limited by the number of trained managers and support personnel the Company has at
its disposal. Excessive turnover, particularly at the dealership manager level, could impact the Company’s ability to add
new dealerships and to meet operational initiatives. The Company has added resources to recruit, train, and develop personnel,
especially personnel targeted for dealership manager positions. The Company expects to continue to invest in the development of
its workforce.
19
Consolidated Operations
(Operating Statement Dollars in Thousands)
% Change
As a % of Sales
Three Months Ended
2016
Three Months Ended
July 31,
vs.
July 31,
2016
2015
2015
2016
2015
Revenues:
Sales
$
129,684
$
127,595
1.6
%
100.0
100.0
Interest income
16,156
15,095
7.0
12.5
11.8
Total
145,840
142,690
2.2
Costs and expenses:
Cost of sales, excluding depreciation shown below
75,513
75,087
0.6
58.2
58.8
Selling, general and administrative
23,168
23,125
0.2
17.9
18.1
Provision for credit losses
33,381
35,345
(5.6
)
25.7
27.7
Interest expense
944
760
24.2
0.7
0.6
Depreciation and amortization
1,096
1,010
8.5
0.8
0.8
Loss on disposal of property and equipment
400
-
100.0
0.3
-
Total
134,502
135,327
(0.6
)
Pretax income
$
11,338
$
7,363
8.7
%
5.8
%
Operating Data:
Retail units sold
11,957
12,244
Average stores in operation
143
141
Average units sold per store per month
27.9
28.9
Average retail sales price
$
10,393
$
9,965
Same store revenue change
0.5
%
8.9
%
Period End Data:
Stores open
143
142
Accounts over 30 days past due
4.4
%
3.8
%
Three Months Ended July 31, 2016 vs.
Three Months Ended July 31, 2015
Revenues increased by approximately $3.2 million, or 2.2%, for the three months ended July 31, 2016 as compared
to the same period in the prior fiscal year. This increase resulted from revenue growth at dealerships opened after July 31, 2015
($3.6 million) and dealerships that operated a full three months in both current and prior year first quarter ($714,000), partially
offset by a net decrease in revenue related to dealerships opened during or closed after the three months ended July 31, 2015 ($1.1
million). Interest income increased approximately $1.1 million for the three months ended July 31, 2016, as compared to the same
period in the prior fiscal year primarily due to the $26 million increase in average finance receivables, and to a lesser extent
to the increase in the contract interest rate from 15.0% to 16.5% at the end of May 2016.
Cost of sales, as
a percentage of sales, decreased to 58.2% for the three months ended July 31, 2016 compared to 58.8% for the same period of the
prior fiscal year, resulting in a gross margin as a percentage of sales of 41.8% for the current year period compared to 41.2%
for the prior year period. The higher gross margin percentage relates to lower wholesale volumes and losses and lower repair expenses,
partially offset by the effect of a higher average selling price. The average retail sales price for the first quarter of fiscal
2017 was $10,393, a $428 increase over the prior year quarter. Increases in the volume of wholesales sales, resulting from higher
credit losses, negatively affected our gross margin percentages in the first quarter of fiscal 2016.
The increase in average
retail sales price during the first quarter of fiscal 2017 largely relates to an increase in the Company’s purchase costs.
As purchase costs increase, the margin between the purchase cost and the sales price of the vehicles we sell narrows as a percentage
because the Company must offer affordable prices to our customers. The increased purchase costs are the result of a combination
of consumer demand for the types of vehicles the Company purchases for resale, which remains high relative to supply, and a strategic
management decision to purchase higher quality vehicles for our customers. The high demand and tight supply of the vehicles we
purchase for resale are largely related to excess funding to the used vehicle financing market and the depressed levels of new
car sales during and after the recession, although more robust new car sales in recent years have begun to bolster the supply of
used vehicles. We continue to focus efforts on minimizing the average retail sales price of our vehicles in order to help keep
contract terms shorter, which helps customers to maintain appropriate equity in their vehicles and reduces credit losses and resulting
wholesale volumes.
20
Selling, general and
administrative expenses, as a percentage of sales, were 17.9% for the three months ended July 31, 2016, a decrease of 0.2% from
the same period of the prior fiscal year. Selling, general and administrative expenses are, for the most part, more fixed in nature.
In dollar terms, overall selling, general and administrative expenses increased approximately $43,000 in the first quarter of fiscal
2017 compared to the same period of the prior fiscal year, related primarily to higher payroll costs.
Provision for credit
losses as a percentage of sales was 25.7% for the three months ended July 31, 2016 compared to 27.7% for the three months ended
July 31, 2015. Net charge-offs as a percentage of average finance receivables were 6.2% for the three months ended July 31, 2016
compared to 7.8% for the prior year quarter. The decreases in the provision and net charge-offs for the most recent quarter related
to a decrease in per vehicle losses caused by a lower frequency of losses, partially offset by a slight increase in severity related
to the higher selling price and the related higher principal at the loss date. The Company has implemented several operational
initiatives (including credit reporting and installing GPS technology on vehicles) for the collections area and continues to push
for improvements and better execution of its collection practices. However, the extended challenging macro-economic and competitive
conditions are expected to continue to put pressure on our customers and the resulting collections of our finance receivables.
The Company believes that the proper execution of its business practices remains the single most important determinant of its long-term
credit loss experience.
Interest expense as a
percentage of sales increased slightly to 0.7% for the three months ended July 31, 2016 compared to 0.6% for the same period of
the prior fiscal year. Average borrowings during the three months ended July 31, 2016 were $113.9 million, compared to $104.3 million
for the prior year quarter.
Financial Condition
The following table sets
forth the major balance sheet accounts of the Company as of the dates specified (in thousands):
July 31, 2016
April 30, 2016
Assets:
Finance receivables, net
$
352,548
$
334,793
Inventory
33,824
29,879
Property and equipment, net
34,182
34,755
Liabilities:
Accounts payable and accrued liabilities
29,724
23,558
Deferred revenue
28,485
27,339
Income taxes payable (receivable), net
1,940
(894
)
Deferred tax liabilities, net
19,223
18,280
Debt facilities and notes payable
117,534
107,902
Historically, finance
receivables tended to grow slightly faster than revenue. For fiscal year 2016, revenue growth exceeded growth in net
finance receivables. During the first quarter of fiscal 2017, finance receivables grew slightly faster than revenue, consistent
with the historical trends. The Company currently anticipates going forward that the growth in finance receivables will generally
be slightly higher than overall revenue growth on an annual basis due to overall term length increases partially offset by improvements
in underwriting and collection procedures in an effort to reduce credit losses.
During the first three
months of fiscal 2017, inventory increased by $3.9 million compared to inventory at April 30, 2016. This increase in inventory
was attributable to an increase in purchasing levels to meet demand and provide an adequate supply of affordable vehicles. The
Company strives to offer a broad mix and sufficient quantities of vehicles to adequately serve its expanding customer base. The
Company will continue to manage inventory levels in the future to ensure adequate supply, in volume and mix, and to meet anticipated
sales demand.
Property and equipment,
net, decreased by $573,000 at July 31, 2016 as compared to property and equipment, net, at April 30, 2016. The Company incurred
$523,000 in expenditures to refurbish and expand existing locations, offset by depreciation expense.
Accounts payable and
accrued liabilities increased by $6.2 million during the first three months of fiscal 2017 as compared to accounts payable and
accrued liabilities at April 30, 2016 related primarily to increases in inventory, cash overdrafts and accrued employee compensation.
21
Income taxes payable
(receivable), net, increased by $2.8 million at July 31, 2016 as compared to April 30, 2016 primarily due to the timing of quarterly
tax payments.
Deferred revenue increased
$1.1 million at July 31, 2016 as compared to April 30, 2016 primarily resulting from increased sales of the payment protection
plan product and service contracts.
Deferred income tax
liabilities, net, increased approximately $943,000 at July 31, 2016 as compared to April 30, 2016 due primarily to the change in
finance receivables.
Borrowings on the Company’s
revolving credit facilities fluctuate primarily based upon a number of factors including (i) net income, (ii) finance receivables
changes, (iii) income taxes, (iv) capital expenditures and (v) common stock repurchases. Historically, income from continuing
operations, as well as borrowings on the revolving credit facilities, have funded the Company’s finance receivables growth,
capital asset purchases and common stock repurchases. In the first three months of fiscal 2017, the Company funded finance receivables
growth of $23.3 million, inventory growth of $3.9 million, capital expenditures of $523,000 and common stock repurchases of $7.2
million with income from operations and a $9.6 million increase in total debt.
22
Liquidity and Capital Resources
The following table sets
forth certain summarized historical information with respect to the Company’s Statements of Cash Flows (in thousands):
Three Months Ended
July 31,
2016
2015
Operating activities:
Net income
$
7,109
$
4,616
Provision for credit losses
33,381
35,345
Losses on claims for payment protection plan
3,107
3,155
Depreciation and amortization
1,096
1,010
Stock based compensation
532
665
Finance receivable originations
(120,848
)
(117,341
)
Finance receivable collections
58,036
58,943
Inventory
4,624
7,690
Accounts payable and accrued liabilities
3,678
1,890
Deferred payment protection plan revenue
812
540
Deferred service contract revenue
334
514
Income taxes, net
2,834
2,192
Deferred income taxes
943
469
Accrued interest on finance receivables
(441
)
192
Other
508
162
Total
(4,295
)
42
Investing activities:
Purchase of property and equipment
(523
)
(1,398
)
Total
(523
)
(1,398
)
Financing activities:
Revolving credit facilities, net
9,588
2,725
Payments on note payable
(26
)
-
Change in cash overdrafts
2,088
392
Purchase of common stock
(7,165
)
(2,311
)
Dividend payments
(10
)
(10
)
Exercise of stock options, including tax benefits and issuance of common
stock
112
505
Total
4,587
1,301
Decrease in cash
$
(231
)
$
(55
)
The primary drivers
of operating profits and cash flows include (i) top line sales (ii) interest rates on finance receivables, (iii) gross margin percentages
on vehicle sales, and (iv) credit losses, a significant portion of which relates to the collection of principal on finance receivables.
The Company generates cash flow from income from operations. Historically, most or all of this cash is used to fund
finance receivables growth, capital expenditures and common stock repurchases. To the extent finance receivables growth,
capital expenditures and common stock repurchases exceed income from operations, generally the Company increases its borrowings
under its revolving credit facilities. The majority of the Company’s growth has been self-funded.
Cash flows used in
operations for the three months ended July 31, 2016 compared to the same period in the prior fiscal year were positively impacted
by (i) higher net income and (ii) higher accounts payable and accrued liabilities, offset by (iv) an increase in finance receivables
originations, (v) an increase in inventory, and (vi) a lower non-cash charge for credit losses. Finance receivables, net, increased
by $17.8 million from April 30, 2016 to July 31, 2016.
The purchase price the
Company pays for a vehicle has a significant effect on liquidity and capital resources. Because the Company bases its selling price
on the purchase cost for the vehicle, increases in purchase costs result in increased selling prices. As the selling price increases,
it becomes more difficult to keep the gross margin percentage and contract term in line with historical results because the Company’s
customers have limited incomes and their car payments must remain affordable within their individual budgets. Several external
factors can negatively affect the purchase cost of vehicles. Decreases in the overall volume of new car sales, particularly domestic
brands, lead to decreased supply in the used car market. Also, constrictions in consumer credit, as well as general economic conditions,
can increase overall demand for the types of vehicles the Company purchases for resale as used vehicles become more attractive
than new vehicles in times of economic instability. A negative shift in used vehicle supply, combined with strong demand, results
in increased used vehicle prices and thus higher purchase costs for the Company.
23
New vehicle sales decreased
dramatically beginning with the economic recession of 2008. While sales levels for new vehicles have risen steadily since 2009,
new vehicle sales volumes only returned to pre-recession levels during fiscal 2016. In addition, the challenging macro-economic
environment, together with the constriction in consumer credit starting in 2008, contributed to increased demand for the types
of vehicles the Company purchases and a resulting increase in used car prices. These negative macro-economic conditions have continued
to affect our customers in the years since the recession and, in turn, have helped keep demand high for the types of vehicles we
purchase. This increased demand, coupled with depressed levels of new vehicle sales in recent years, negatively impacted both the
quality and the quantity of the used vehicle supply available to the Company. Management expects the tight supply of vehicles and
resulting increases in vehicle purchase costs to continue, although some relief is expected as a result of steady increases in
new car sales levels in recent periods.
The Company has devoted
significant efforts to improving its purchasing processes to ensure adequate supply at appropriate prices, including expanding
its purchasing territories to larger cities in close proximity to its dealerships and increasing its efforts to purchase vehicles
from individuals at the dealership level as well as via the internet. The Company has also increased the level of accountability
for its purchasing agents including the establishment of sourcing and pricing guidelines. Even with these efforts, the Company
expects gross margin percentages to remain under pressure over the near term.
The Company believes
that the amount of credit available for the sub-prime auto industry has increased in recent years and management expects the availability
of consumer credit within the automotive industry to be higher over the near term when compared to historical levels. This is expected
to contribute to continued strong overall demand for most, if not all, of the vehicles the Company purchases for resale. Increased
competition resulting from availability of funding to the sub-prime auto industry has contributed to lower down payments and longer
terms, which have had a negative effect on collection percentages, liquidity and credit losses when compared to prior periods.
Macro-economic factors
can have an effect on credit losses and resulting liquidity. General inflation, particularly within staple items such as groceries,
as well as overall unemployment levels can have a significant effect on collection results and ultimately credit losses. The Company
has made improvements to its business processes within the last few years to strengthen controls and provide stronger infrastructure
to support its collections efforts. The Company anticipates that credit losses in the near term will be higher than historical
ranges due to significant continued macro-economic challenges for the Company’s customer base as well as increased competitive
pressures. Management continues to focus on improved execution at the dealership level, specifically as related to working individually
with customers concerning collection issues.
The Company has generally
leased the majority of the properties where its dealerships are located. As of July 31, 2016, the Company leased approximately
85% of its dealership properties. The Company expects to continue to lease the majority of the properties where its dealerships
are located.
The
Company’s revolving credit facilities generally restrict distributions by the Company to its shareholders. The distribution
limitations under the Credit Facilities allow the Company to repurchase the Company’s stock so long as: either (a) the aggregate
amount of such repurchases does not exceed $40 million beginning October 8, 2014 and the sum of borrowing bases combined minus
the principal balances of all revolver loans after giving effect to such repurchases is equal to or greater than 30% of the sum
of the borrowing bases, or (b) the aggregate amount of such repurchases does not exceed 75% of the consolidated net income of the
Company measured on a trailing twelve month basis; provided that immediately before and after giving effect to the stock repurchases,
at least 12.5% of the aggregate funds committed under the credit facilities remain available. Thus, although the Company currently
does routinely repurchase stock, the Company is limited in its ability to pay dividends or make other distributions to its shareholders
without the consent of the Company’s lenders.
At July 31, 2016, the
Company had approximately $371,000 of cash on hand and an additional $52.8 million of availability under its revolving credit facilities
(see Note F to the Condensed Consolidated Financial Statements). On a short-term basis, the Company’s principal
sources of liquidity include income from operations and borrowings under its revolving credit facilities. On a longer-term basis,
the Company expects its principal sources of liquidity to consist of income from operations and borrowings under revolving credit
facilities or fixed interest term loans. The Company’s revolving credit facilities mature in October 2017 and the Company
expects that it will be able to renew or refinance its revolving credit facilities on or before the date they mature. Furthermore,
while the Company has no specific plans to issue debt or equity securities, the Company believes, if necessary, it could raise
additional capital through the issuance of such securities.
The Company expects
to use cash from operations and borrowings to (i) grow its finance receivables portfolio, (ii) purchase property and equipment
of approximately $3.4 million in the next 12 months in connection with refurbishing existing dealerships and adding new dealerships,
(iii) repurchase shares of common stock when favorable conditions exist and (iv) reduce debt to the extent excess cash is available.
24
The Company believes
it will have adequate liquidity to continue to grow its revenues and to satisfy its capital needs for the foreseeable future.
Contractual Payment Obligations
There have been no material
changes outside of the ordinary course of business in the Company’s contractual payment obligations from those reported at
April 30, 2016 in the Company’s Annual Report on Form 10-K.
Off-Balance Sheet Arrangements
The Company has entered
into operating leases for approximately 85% of its dealerships and office facilities. Generally, these leases are for periods of
three to five years and usually contain multiple renewal options. The Company uses leasing arrangements to maintain flexibility
in its dealership locations and to preserve capital. The Company expects to continue to lease the majority of its dealerships and
office facilities under arrangements substantially consistent with the past.
The Company has a
standby letter of credit relating to an insurance policy totaling $1 million at July 31, 2016.
Other than its operating
leases and the letter of credit, the Company is not a party to any off-balance sheet arrangement that management believes is reasonably
likely to have a current or future effect on the Company’s financial condition, revenues or expenses, results of operations,
liquidity, capital expenditures or capital resources that are material to investors.
Related Finance Company Contingency
Car-Mart of Arkansas
and Colonial do not meet the affiliation standard for filing consolidated income tax returns, and as such they file separate federal
and state income tax returns. Car-Mart of Arkansas routinely sells its finance receivables to Colonial at what the Company believes
to be fair market value and is able to take a tax deduction at the time of sale for the difference between the tax basis of the
receivables sold and the sales price. These types of transactions, based upon facts and circumstances, have been permissible under
the provisions of the Internal Revenue Code as described in the Treasury Regulations. For financial accounting purposes, these
transactions are eliminated in consolidation and a deferred income tax liability has been recorded for this timing difference.
The sale of finance receivables from Car-Mart of Arkansas to Colonial provides certain legal protection for the Company’s
finance receivables and, principally because of certain state apportionment characteristics of Colonial, also has the effect of
reducing the Company’s overall effective state income tax rate by approximately 300 basis points. The actual interpretation
of the Regulations is in part a facts and circumstances matter. The Company believes it satisfies the material provisions of the
Regulations. Failure to satisfy those provisions could result in the loss of a tax deduction at the time the receivables are sold
and have the effect of increasing the Company’s overall effective income tax rate as well as the timing of required tax payments.
The Company’s
policy is to recognize accrued interest related to unrecognized tax benefits in interest expense and penalties in operating expenses.
The Company had no accrued penalties or interest as of July 31, 2016.
Critical Accounting Policies
The preparation of financial
statements in conformity with generally accepted accounting principles in the United States of America requires the Company to
make estimates and assumptions in determining the reported amounts of assets and liabilities and disclosure of contingent assets
and liabilities at the date of the financial statements and the reported amounts of revenues and expenses during the reporting
period. Actual results could differ from the Company’s estimates. The Company believes the most significant estimate made
in the preparation of the Consolidated Financial Statements in Item 8 relates to the determination of its allowance for credit
losses, which is discussed below. The Company’s accounting policies are discussed in Note B to the Condensed Consolidated
Financial Statements.
The Company maintains
an allowance for credit losses on an aggregate basis at a level it considers sufficient to cover estimated losses inherent in the
portfolio at the balance sheet date in the collection of its finance receivables currently outstanding. At July 31,
2016, the weighted average total contract term was 31.7 months with 23.3 months remaining. The reserve amount in the allowance
for credit losses at July 31, 2016, $108.0 million, was 25% of the principal balance in finance receivables of $460.6 million,
less unearned payment protection plan revenue of $18.1 million and unearned service contract revenue of $10.4 million.
25
The estimated reserve
amount is the Company’s anticipated future net charge-offs for losses incurred through the balance sheet date. The allowance
takes into account historical credit loss experience (both timing and severity of losses), with consideration given to recent credit
loss trends and changes in contract characteristics (i.e., average amount financed, months outstanding at loss date, term and age
of portfolio), delinquency levels, collateral values, economic conditions and underwriting and collection practices. The allowance
for credit losses is reviewed at least quarterly by management with any changes reflected in current operations. The calculation
of the allowance for credit losses uses the following primary factors:
•
The number of units repossessed or charged-off as a percentage of total units financed over specific historical periods of time from one year to five years.
•
The average net repossession and charge-off loss per unit during the last eighteen months segregated by the number of months since the contract origination date and adjusted for the expected future average net charge-off loss per unit. About 50% of the charge-offs that will ultimately occur in the portfolio are expected to occur within 10-11 months following the balance sheet date. The average age of an account at charge-off date for the eighteen-month period ended July 31, 2016 was 11.8 months.
•
The timing of repossession and charge-off losses relative to the date of sale (i.e., how long it takes for a repossession or charge-off to occur) for repossessions and charge-offs occurring during the last eighteen months.
A point estimate is
produced by this analysis which is then supplemented by any positive or negative subjective factors to arrive at an overall reserve
amount that management considers to be a reasonable estimate of losses inherent in the portfolio at the balance sheet date that
will be realized via actual charge-offs in the future. Although it is at least reasonably possible that events or circumstances
could occur in the future that are not presently foreseen which could cause actual credit losses to be materially different from
the recorded allowance for credit losses, the Company believes that it has given appropriate consideration to all relevant factors
and has made reasonable assumptions in determining the allowance for credit losses. While challenging economic conditions can negatively
impact credit losses, the effectiveness of the execution of internal policies and procedures within the collections area and the
competitive environment on the funding side have historically had a more significant effect on collection results than macro-economic
issues. A 1% change, as a percentage of finance receivables, in the allowance for credit losses would equate to an approximate
pre-tax adjustment of $4.3 million.
Recent Accounting Pronouncements
Occasionally, new
accounting pronouncements are issued by the Financial Accounting Standards Board (“FASB”) or other standard setting
bodies, which the Company will adopt as of the specified effective date. Unless otherwise discussed, the Company believes the impact
of recently issued standards which are not yet effective will not have a material impact on its consolidated financial statements
upon adoption.
Revenue Recognition.
In May 2014, the FASB issued ASU 2014-09, Revenue from Contracts with Customers (Topic 606), which supersedes existing revenue
recognition guidance. The new guidance in ASU 2014-09 is based on the principle that revenue is recognized to depict the transfer
of goods or services to customers in an amount that reflects the consideration to which the entity expects to be entitled in exchange
for those goods or services. ASU 2014-09 also requires additional disclosure about the nature, amount, timing and uncertainty of
revenue and cash flows arising from customer contracts, including significant judgments and changes in judgments and assets recognized
from costs incurred to obtain or fulfill a contract. In August 2015, the FASB issued ASU 2015-14, Revenue from Contracts with
Customers (Topic 606): Deferral of the Effective Date, to provide entities with an additional year to implement ASU 2014-09.
As a result, the guidance in ASU 2014-09 is effective for annual and interim reporting periods beginning after December 15, 2017,
using one of two retrospective application methods. The Company is currently evaluating the potential effects of the adoption of
this update on the consolidated financial statements.
Leases. In
February 2016, the FASB issued ASU 2016-02, Leases. The new guidance requires that lessees recognize all leases, including
operating leases, with a term greater than 12 months on-balance sheet and also requires disclosure of key information about leasing
transactions. The guidance in ASU 2016-02 is effective for annual and interim reporting periods beginning after December 15, 2018.
The Company is currently evaluating the potential effects of the adoption of this guidance on the consolidated financial statements.
Stock
Compensation. In March 2016, the FASB issued ASU 2016-09, Improvements to Employee Share-Based Payment Accounting
which aims to simplify aspects of accounting for share-based payment transactions, including: presenting the excess tax benefit
or deficit from the exercise or vesting of share-based payments in the income statement, a revision to the criteria for classifying
an award as equity or liability, an option to recognize gross stock compensation expense with actual forfeitures recognized as
they occur, and certain classifications on the statement of cash flows. In addition, the new guidance eliminates the excess tax
benefit from the assumed proceeds calculation under the treasury stock method for purposes of calculating diluted shares. ASU 2016-09
is effective for annual and interim reporting periods beginning after December 15, 2016. Certain provisions of ASU 2016-09 are
required to be adopted prospectively, notably the requirement to recognize the excess tax benefit or deficit in the income statement,
while other provisions require modified retrospective application or in some cases full retrospective application. The
Company is currently evaluating the potential effects of the adoption of this guidance on the consolidated financial statements.
26
Credit Losses.
In June 2016, the FASB issued ASU 2016-13, Financial Instruments — Credit Losses (Topic 326). ASU 2016-13 requires
financial assets such as loans to be presented net of an allowance for credit losses that reduces the cost basis to the amount
expected to be collected over the estimated life. Expected credit losses will be measured based on historical experience and current
conditions, as well as forecasts of future conditions that affect the collectability of the reported amount. ASU 2016-13 is effective
for annual and interim reporting periods beginning after December 15, 2019, using a modified retrospective approach. The Company
is currently evaluating the potential effects of the adoption of this guidance on the consolidated financial statements.
Seasonality
Historically, the Company’s
third fiscal quarter (November through January) has been the slowest period for vehicle sales. Conversely, the Company’s
first and fourth fiscal quarters (May through July and February through April) have historically been the busiest times for vehicle
sales. Therefore, the Company generally realizes a higher proportion of its revenue and operating profit during the first and fourth
fiscal quarters. Tax refund anticipation sales efforts during the Company’s third fiscal quarter have increased sales levels
during the third fiscal quarter in some past years; however, due to the timing of actual tax refund dollars in the Company’s
markets, these sales and collections have primarily occurred in the fourth quarter in each of the last four fiscal years. The Company
expects this pattern to continue in future years.
If conditions arise that
impair vehicle sales during the first, third or fourth fiscal quarters, the adverse effect on the Company’s revenues and
operating results for the year could be disproportionately large.
Item 3. Quantitative and Qualitative
Disclosures about Market Risk
The Company is exposed
to market risk on its financial instruments from changes in interest rates. In particular, the Company has historically
had exposure to changes in the federal primary credit rate and has exposure to changes in the prime interest rate of its lender. The
Company does not use financial instruments for trading purposes but has in the past entered into an interest rate swap agreement
to manage interest rate risk.
Interest
rate risk. The Company’s
exposure to changes in interest rates relates primarily to its debt obligations. The Company is exposed to changes in interest
rates as a result of its revolving credit facilities, and the interest rates charged to the Company under its credit facilities
fluctuate based on its primary lender’s base rate of interest. The Company had total indebtedness of $117.4 million outstanding
under its revolving credit facilities at July 31, 2016. The impact of a 1% increase in interest rates on this amount of debt would
result in increased annual interest expense of approximately $1.2 million and a corresponding decrease in net income before income
tax.
The Company’s
earnings are impacted by its net interest income, which is the difference between the income earned on interest-bearing assets
and the interest paid on interest-bearing notes payable. The Company’s finance receivables carry an interest rate of 15%
or 16.5% per annum (based on the Company’s contract interest rate as of the contract origination date), while its revolving
credit facilities contain variable interest rates that fluctuate with market interest rates.
Item 4. Controls
and Procedures
a)
Evaluation of Disclosure Controls and Procedures
Based on management’s
evaluation (with the participation of the Company’s Chief Executive Officer and Chief Financial Officer), as of July 31,
2016, the Company’s Chief Executive Officer and Chief Financial Officer have concluded that the Company’s disclosure
controls and procedures (as defined in Rules 13a-15(e) and 15d-15(e) under the Securities Exchange Act of 1934, as amended (the
“Exchange Act”)), are effective to provide reasonable assurance that information required to be disclosed by the Company
in the reports it files or submits under the Exchange Act is recorded, processed, summarized and reported within the time periods
specified in the SEC rules and forms, and that such information is accumulated and communicated to management, including the Company’s
Chief Executive Officer (principal executive officer) and Chief Financial Officer (principal financial officer), to allow timely
decisions regarding required disclosure.
b)
Changes in Internal Control Over Financial Reporting
There were no changes
in the Company’s internal control over financial reporting (as defined in Rules 13a-15(f) and 15d-15(f) under the
Exchange Act) that occurred during the Company’s last fiscal quarter that have materially affected, or are reasonably likely
to materially affect, the Company’s internal control over financial reporting.
27
PART II
Item 1. Legal Proceedings
In the ordinary course
of business, the Company has become a defendant in various types of legal proceedings. While the outcome of these proceedings
cannot be predicted with certainty, the Company does not expect the final outcome of any of these proceedings, individually or
in the aggregate, to have a material adverse effect on the Company’s financial position, results of operations or cash flows.
Item 1A. Risk Factors
There have been no
material changes to the Company’s risk factors as previously disclosed in Item 1A to Part 1 of the Company’s Form 10-K
for the fiscal year ended April 30, 2016.
Item 2. Unregistered Sales of Equity Securities and Use of
Proceeds
On July 22, 2016,
the Board of Directors approved the repurchase of an additional one million shares of the Company’s common stock. The following
table sets forth information with respect to purchases made by or on behalf of the Company of shares of the Company’s common
stock during the periods indicated:
Issuer Purchases of Equity Securities
Period
Total
Number of
Shares
Purchased
Average
Price Paid
per Share
Total Number of
Shares Purchased
as Part of Publicly
Announced Plans
or Programs(1)
Maximum Number
of Shares that
May Yet Be
Purchased Under
the Plans or
Programs(1)
May 1, 2016 through May 31, 2016
23,600
$
24.30
23,600
305,360
June 1, 2016 through June 30, 2016
174,537
$
25.04
174,537
130,823
July 1, 2016 through July 31, 2016
74,955
$
29.62
74,955
1,055,868
Total
273,092
$
26.23
273,092
(1)
The above described stock repurchase program has no expiration date.
Item 3. Defaults Upon Senior Securities
Not applicable.
Item 4. Mine Safety Disclosure
Not applicable.
Item 5. Other Information
Not applicable.
28
Item 6. Exhibits
Exhibit Number
Description of Exhibit
3.1
Articles of Incorporation of the Company, as amended. (Incorporated by reference to Exhibits 4.1-4.8 to the Company's Registration Statement on Form S-8 filed with the SEC on November 16, 2005 (File No. 333-129727)).
3.2
Amended and Restated Bylaws of the Company dated December 4, 2007. (Incorporated by reference to Exhibit 3.2 to the Company’s Quarterly Report on Form 10-Q for the quarter ended October 31, 2007 filed with the SEC on December 7, 2007).
3.3
Amendment No. 1 to the Amended And Restated Bylaws of the Company (Incorporated by reference to Exhibit 3.1 to the Company’s Report on Form 8-K filed with the SEC on February 19, 2014)
31.1
Certification of Chief Executive Officer pursuant to Rule 13a-14(a) of the Securities Exchange Act of 1934, as amended (the “Exchange Act”).
31.2
Certification of Chief Financial Officer pursuant to Rule 13a-14(a) of the Exchange Act.
32.1
Certification of the Chief Executive Officer and Chief Financial Officer pursuant to Rule 13a-14(b) of the Exchange Act and 18 U.S.C. Section 1350, as adopted pursuant to Section 906 of the Sarbanes-Oxley Act of 2002.
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 thereunto duly authorized.
America’s Car-Mart, Inc.
By:
/s/
William H. Henderson
William H. Henderson
Chief Executive Officer
(Principal Executive Officer)
By:
/s/
Jeffrey A. Williams
Jeffrey A. Williams
President, Chief Financial Officer and Secretary
(Principal Financial Officer)
By:
/s/
Vickie D. Judy
Vickie D. Judy
Vice President, Accounting
(Principal Accounting Officer)
Dated: September 6, 2016
30
EX-31.1
2
exh_311.htm
EXHIBIT 31.1
Exhibit 31.1
Certification
I, William H. Henderson, certify that:
1.
I have reviewed this quarterly report on Form 10-Q of
America’s Car-Mart, Inc. for the period ended July 31, 2016;
2.
Based on my knowledge, this report does not contain any untrue statement
of a material fact or omit to state a material fact necessary to make the statements made, in light of the circumstances under
which such statements were made, not misleading with respect to the period covered by this report;
3.
Based on my knowledge, the financial statements, and other financial information included in this report, fairly present in all material respects the financial condition, results of operations and cash flows of the registrant as of, and for, the periods presented in this report;
4.
The registrant’s other certifying officer(s) and I are responsible for establishing and maintaining disclosure controls and procedures (as defined in Exchange Act Rules 13a-15(e) and 15d-15(e)) and internal control over financial reporting (as defined in Exchange Act Rules 13a-15(f) and 15d-15(f)) for the registrant and have:
(a)
Designed such disclosure controls and procedures, or caused such disclosure controls and procedures to be designed under our supervision, to ensure that material information relating to the registrant, including its consolidated subsidiaries, is made known to us by others within those entities, particularly during the period in which this report is being prepared;
(b)
Designed such internal control over financial reporting, or caused such internal control over financial reporting to be designed under our supervision, to provide reasonable assurance regarding the reliability of financial reporting and the preparation of financial statements for external purposes in accordance with generally accepted accounting principles;
(c)
Evaluated the effectiveness of the registrant’s disclosure controls and procedures and presented in this report our conclusions about the effectiveness of the disclosure controls and procedures, as of the end of the period covered by this report based on such evaluation; and
(d)
Disclosed in this report any change in the registrant’s internal control over financial reporting that occurred during the registrant’s most recent fiscal quarter (the registrant’s fourth fiscal quarter in the case of an annual report) that has materially affected, or is reasonably likely to materially affect, the registrant’s internal control over financial reporting; and
5.
The registrant’s other certifying officer(s) and I have disclosed, based on our most recent evaluation of internal control over financial reporting, to the registrant’s auditors and the audit committee of the registrant’s board of directors (or persons performing the equivalent functions):
(a)
All significant deficiencies and material weaknesses in the design or operation of internal control over financial reporting which are reasonably likely to adversely affect the registrant’s ability to record, process, summarize and report financial information; and
(b)
Any fraud, whether or not material, that involves management or other employees who have a significant role in the registrant’s internal control over financial reporting.
September 6, 2016
/s/ William H. Henderson
William H. Henderson
Chief Executive Officer
EX-31.2
3
exh_312.htm
EXHIBIT 31.2
Exhibit 31.2
Certification
I, Jeffrey A. Williams, certify that:
1.
I have reviewed this quarterly report on Form 10-Q of
America’s Car-Mart, Inc. for the period ended July 31, 2016;
2.
Based on my knowledge, this report does not contain any untrue statement
of a material fact or omit to state a material fact necessary to make the statements made, in light of the circumstances under
which such statements were made, not misleading with respect to the period covered by this report;
3.
Based on my knowledge, the financial statements, and other financial information included in this report, fairly present in all material respects the financial condition, results of operations and cash flows of the registrant as of, and for, the periods presented in this report;
4.
The registrant’s other certifying officer(s) and I are responsible for establishing and maintaining disclosure controls and procedures (as defined in Exchange Act Rules 13a-15(e) and 15d-15(e)) and internal control over financial reporting (as defined in Exchange Act Rules 13a-15(f) and 15d-15(f)) for the registrant and have:
(a)
Designed such disclosure controls and procedures, or caused such disclosure controls and procedures to be designed under our supervision, to ensure that material information relating to the registrant, including its consolidated subsidiaries, is made known to us by others within those entities, particularly during the period in which this report is being prepared;
(b)
Designed such internal control over financial reporting, or caused such internal control over financial reporting to be designed under our supervision, to provide reasonable assurance regarding the reliability of financial reporting and the preparation of financial statements for external purposes in accordance with generally accepted accounting principles;
(c)
Evaluated the effectiveness of the registrant’s disclosure controls and procedures and presented in this report our conclusions about the effectiveness of the disclosure controls and procedures, as of the end of the period covered by this report based on such evaluation; and
(d)
Disclosed in this report any change in the registrant’s internal control over financial reporting that occurred during the registrant’s most recent fiscal quarter (the registrant’s fourth fiscal quarter in the case of an annual report) that has materially affected, or is reasonably likely to materially affect, the registrant’s internal control over financial reporting; and
5.
The registrant’s other certifying officer(s) and I have disclosed, based on our most recent evaluation of internal control over financial reporting, to the registrant’s auditors and the audit committee of the registrant’s board of directors (or persons performing the equivalent functions):
(a)
All significant deficiencies and material weaknesses in the design or operation of internal control over financial reporting which are reasonably likely to adversely affect the registrant’s ability to record, process, summarize and report financial information; and
(b)
Any fraud, whether or not material, that involves management or other employees who have a significant role in the registrant’s internal control over financial reporting.
September 6, 2016
/s/ Jeffrey A. Williams
Jeffrey A. Williams
Chief Financial Officer
EX-32.1
4
exh_321.htm
EXHIBIT 32.1
Exhibit 32.1
CERTIFICATION PURSUANT TO 18 U.S.C. SECTION
1350
AS ADOPTED PURSUANT TO SECTION 906 OF THE
SARBANES-OXLEY ACT OF 2002
In connection with the
Quarterly Report of America’s Car-Mart, Inc. (the “Company”) on Form 10-Q for the quarter ended July 31, 2016
filed with the Securities and Exchange Commission on the date hereof (the “Report”), the undersigned, William H. Henderson,
Chief Executive Officer of the Company, and Jeffrey A. Williams, Chief Financial Officer of the Company, certify in our capacities
as officers of the Company, pursuant to 18 U.S.C. Section 1350, as adopted pursuant to Section 906 of the Sarbanes-Oxley Act of
2002, that to the best of our knowledge:
(1)
The Report fully complies with the requirements of Section 13(a) or 15(d) of the Securities Exchange
Act of 1934, as amended; and
(2)
The information contained in the Report fairly presents, in all material respects, the financial
condition and results of operations of the Company.
By:
/s/ William H. Henderson
William H. Henderson
Chief Executive Officer
September 6, 2016
By:
/s/ Jeffrey A. Williams
Jeffrey A. Williams
Chief Financial Officer
and Secretary
September 6, 2016
EX-101.INS
5
crmt-20160731.xml
XBRL INSTANCE FILE
P1YP5YP354D0.060.066P2Y159DP2Y126D<div style="display: inline; font-family: times new roman; font-size: 10pt"><div style="display: inline; font-family: times new roman; font-size: 10pt"><div style="display: inline; font-family: times new roman; font-size: 10pt"><div style="display: inline; font-family: times new roman; font-size: 10pt"><div style="display: inline; font-family: times new roman; font-size: 10pt"><div style="display: inline; font-family: times new roman; font-size: 10pt"><div style=" font: italic 10pt Times New Roman, Times, Serif; margin: 0pt 0; text-align: justify">Cash Overdraft</div><div style=" font: 10pt Times New Roman, Times, Serif; margin: 0pt 0"> </div><div style=" font: 10pt Times New Roman, Times, Serif; margin: 0pt 0; text-align: justify; text-indent: 9.35pt">As checks are presented for payment from the Company’s primary disbursement bank account, monies are automatically drawn against cash collections for the day and, if necessary, are drawn against one of the revolving credit facilities. Any cash overdraft balance principally represents outstanding checks that as of the balance sheet date had not yet been presented for payment, net of any deposits in transit. Any cash overdraft balance is reflected in accrued liabilities on the Company’s Condensed Consolidated Balance Sheets.</div></div></div></div></div></div></div><div style="display: inline; font-family: times new roman; font-size: 10pt"><table cellpadding="0" cellspacing="0" style="border-collapse: collapse; font: 10pt Times New Roman, Times, Serif;; width: 700px;"> <tr style="vertical-align: bottom"> <td> </td> <td> </td> <td colspan="7" style="text-align: center">Three Months Ended<br /> July 31,</td> </tr> <tr style="vertical-align: bottom"> <td style="font-style: italic; border-bottom: Black 1pt solid">(In thousands)</td> <td style="padding-bottom: 1pt; border-bottom: Black 1pt solid"> </td> <td colspan="3" style="text-align: center; border-bottom: Black 1pt solid">2016</td> <td style="padding-bottom: 1pt; border-bottom: Black 1pt solid"> </td> <td colspan="3" style="text-align: center; border-bottom: Black 1pt solid">2015</td> </tr> <tr style="vertical-align: bottom"> <td> </td> <td> </td> <td colspan="3"> </td> <td> </td> <td colspan="3" style="text-align: justify"> </td> </tr> <tr style="vertical-align: bottom; background-color: rgb(204,238,255)"> <td style="width: 70%">Balance at beginning of period</td> <td style="width: 1%"> </td> <td style="width: 1%; text-align: left">$</td> <td style="width: 12%; text-align: right">334,793</td> <td style="width: 1%; text-align: left"> </td> <td style="width: 1%"> </td> <td style="width: 1%; text-align: left">$</td> <td style="width: 12%; text-align: right">324,144</td> <td style="width: 1%; text-align: left"> </td> </tr> <tr style="vertical-align: bottom; background-color: White"> <td style="text-align: left">Finance receivable originations</td> <td> </td> <td style="text-align: left"> </td> <td style="text-align: right">120,848</td> <td style="text-align: left"> </td> <td> </td> <td style="text-align: left"> </td> <td style="text-align: right">117,341</td> <td style="text-align: left"> </td> </tr> <tr style="vertical-align: bottom; background-color: rgb(204,238,255)"> <td style="text-align: left">Finance receivable collections</td> <td> </td> <td style="text-align: left"> </td> <td style="text-align: right">(58,036</td> <td style="text-align: left">)</td> <td> </td> <td style="text-align: left"> </td> <td style="text-align: right">(58,943</td> <td style="text-align: left">)</td> </tr> <tr style="vertical-align: bottom; background-color: White"> <td style="text-align: left">Provision for credit losses</td> <td> </td> <td style="text-align: left"> </td> <td style="text-align: right">(33,381</td> <td style="text-align: left">)</td> <td> </td> <td style="text-align: left"> </td> <td style="text-align: right">(35,345</td> <td style="text-align: left">)</td> </tr> <tr style="vertical-align: bottom; background-color: rgb(204,238,255)"> <td style="text-align: left">Losses on claims for payment protection plan</td> <td> </td> <td style="text-align: left"> </td> <td style="text-align: right">(3,107</td> <td style="text-align: left">)</td> <td> </td> <td style="text-align: left"> </td> <td style="text-align: right">(3,155</td> <td style="text-align: left">)</td> </tr> <tr style="vertical-align: bottom; background-color: White"> <td style="text-align: left; padding-bottom: 1pt">Inventory acquired in repossession and payment protection plan claims</td> <td style="padding-bottom: 1pt"> </td> <td style="border-bottom: Black 1pt solid; text-align: left"> </td> <td style="border-bottom: Black 1pt solid; text-align: right">(8,569</td> <td style="border-bottom: Black 1pt solid; text-align: left">)</td> <td style="padding-bottom: 1pt"> </td> <td style="border-bottom: Black 1pt solid; text-align: left"> </td> <td style="border-bottom: Black 1pt solid; text-align: right">(11,743</td> <td style="border-bottom: Black 1pt solid; text-align: left">)</td> </tr> <tr style="vertical-align: bottom; background-color: rgb(204,238,255)"> <td style="text-align: left"> </td> <td> </td> <td style="text-align: left"> </td> <td style="text-align: right"> </td> <td style="text-align: left"> </td> <td> </td> <td style="text-align: left"> </td> <td style="text-align: right"> </td> <td style="text-align: left"> </td> </tr> <tr style="vertical-align: bottom; background-color: White"> <td style="text-align: left; padding-bottom: 2.25pt; padding-left: 20pt">Balance at end of period</td> <td style="padding-bottom: 2.25pt"> </td> <td style="border-bottom: Black 2.25pt double; text-align: left">$</td> <td style="border-bottom: Black 2.25pt double; text-align: right">352,548</td> <td style="border-bottom: Black 2.25pt double; text-align: left"> </td> <td style="padding-bottom: 2.25pt"> </td> <td style="border-bottom: Black 2.25pt double; text-align: left">$</td> <td style="border-bottom: Black 2.25pt double; text-align: right">332,299</td> <td style="border-bottom: Black 2.25pt double; text-align: left"> </td> </tr> </table></div>0.130.14P3YP3Y180D<div style="display: inline; font-family: times new roman; font-size: 10pt"><div style="display: inline; font-family: times new roman; font-size: 10pt"><div style="display: inline; font-family: times new roman; font-size: 10pt"><div style="display: inline; font-family: times new roman; font-size: 10pt"><div style="display: inline; font-family: times new roman; font-size: 10pt"><div style="display: inline; font-family: times new roman; font-size: 10pt"><div style=" font: italic 10pt Times New Roman, Times, Serif; margin: 0pt 0; text-align: justify">Deferred Sales Tax</div><div style=" font: 10pt Times New Roman, Times, Serif; margin: 0pt 0"> </div><div style=" font: 10pt Times New Roman, Times, Serif; margin: 0pt 0; text-align: justify; text-indent: 9.35pt">Deferred sales tax represents a sales tax liability of the Company for vehicles sold on an installment basis in the states of Alabama and Texas. Under Alabama and Texas law, for vehicles sold on an installment basis the related sales tax is due as the payments are collected from the customer, rather than at the time of sale. Deferred sales tax<div style="display: inline; font-family: Times New Roman, Times, Serif"> liabilities are reflected in accrued liabilities on the Company’s Condensed Consolidated Balance Sheets.</div></div></div></div></div></div></div></div>0.030.0580.0440.03840000000400000000.311000000.38558036000589430001208480001173410004605700004372780004278810000.73110.250.15160.0320.01930.02810.12750.10430.13150.00810.0080.00692784400032987000P60D<div style="display: inline; font-family: times new roman; font-size: 10pt"><table cellpadding="0" cellspacing="0" style="border-collapse: collapse; font: 10pt Times New Roman, Times, Serif;; width: 700px;"> <tr style="vertical-align: bottom"> <td style="text-align: center"> </td> <td style="padding-bottom: 1pt"> </td> <td colspan="3" style="text-align: center; border-bottom: Black 1pt solid">July 31, 2016</td> <td style="padding-bottom: 1pt"> </td> <td colspan="3" style="text-align: center; border-bottom: Black 1pt solid">July 31, 2015</td> </tr> <tr style="vertical-align: bottom; background-color: rgb(204,238,255)"> <td style="width: 70%; font-weight: normal; text-align: left">Portfolio weighted average contract term, including modifications <div style="display: inline; font-family: Times New Roman, Times, Serif; font-size: 10pt; font-weight: normal"><div style="display: inline; font-style: italic;">(in months</div><div style="display: inline; font-style: normal">)</div></div></td> <td style="width: 1%"> </td> <td style="width: 1%; text-align: left"> </td> <td style="width: 12%; text-align: right">31.7</td> <td style="width: 1%; text-align: left"> </td> <td style="width: 1%"> </td> <td style="width: 1%; text-align: left"> </td> <td style="width: 12%; text-align: right">30.4</td> <td style="width: 1%; text-align: left"> </td> </tr> </table></div>0.82880.86590.83030.00360.00250.00320.0440.0380.150.1650.150.165P1Y180DP3Y180D11114749000842900012030000587400004563100056247000372800034980002955000166800013860001089000P2Y231DP1Y339D220000017000008569000117430005500000055000000528000000.0025400000000.1250.1250.750.750.30.3<div style="display: inline; font-family: times new roman; font-size: 10pt"><div style="display: inline; font-family: times new roman; font-size: 10pt"><div style="display: inline; font-family: times new roman; font-size: 10pt"><div style="display: inline; font-family: times new roman; font-size: 10pt"><div style="display: inline; font-family: times new roman; font-size: 10pt"><div style="display: inline; font-family: times new roman; font-size: 10pt"><div style=" font: italic 10pt Times New Roman, Times, Serif; margin: 0pt 0; text-align: justify">Restrictions on Distributions/Dividends</div><div style=" font: 10pt Times New Roman, Times, Serif; margin: 0pt 0; text-align: justify"><div style="display: inline; font-style: italic;"> </div></div><div style=" font: 10pt Times New Roman, Times, Serif; margin: 0pt 0; text-align: justify; text-indent: 9.35pt">The Company’s revolving credit facilities generally restrict distributions by the Company to its shareholders. The distribution limitations under the Credit Facilities allow the Company to repurchase the Company’s stock so long as: either (a) the aggregate amount of such repurchases does not exceed $40 million beginning October 8, 2014 and the sum of borrowing bases combined minus the principal balances of all revolver loans after giving effect to such repurchases is equal to or greater than 30% of the sum of the borrowing bases, or (b) the aggregate amount of such repurchases does not exceed 75% of the consolidated net income of the Company measured on a trailing twelve month basis; provided that immediately before and after giving effect to the stock repurchases, at least 12.5% of the aggregate funds committed under the credit facilities remain available. Thus, the Company is limited in its ability to pay dividends or make other distributions to its shareholders without the consent of the Company’s lenders.</div></div></div></div></div></div></div>0.00125200000000275000003107000315500010000000110.0620.0784000002212084800011734100000310700031550000.5P2Y231DP2Y192D0.130.14<div style="display: inline; font-family: times new roman; font-size: 10pt"><table cellspacing="0" cellpadding="0" style="; font: 10pt Times New Roman, Times, Serif; border-collapse: collapse;; width: 700px;"> <tr style="vertical-align: top"> <td style="width: 47%; layout-grid-mode: line"><div style="display: inline; font-family: Times New Roman, Times, Serif; font-size: 10pt">Furniture, fixtures and equipment (years)</div></td> <td style="width: 24%; font-weight: bold; text-align: right; layout-grid-mode: line"><div style="display: inline; font-family: Times New Roman, Times, Serif; font-weight: normal">3</div></td> <td style="width: 5%; text-align: center"> to</td> <td style="width: 24%"> 7</td> </tr> <tr style="vertical-align: top"> <td><div style="display: inline; font-family: Times New Roman, Times, Serif">Leasehold improvements</div> (years)</td> <td style="font-weight: bold; text-align: right; layout-grid-mode: line"><div style="display: inline; font-family: Times New Roman, Times, Serif; font-weight: normal">5</div></td> <td style="text-align: center">to</td> <td> <div style="display: inline; font-family: Times New Roman, Times, Serif">15</div></td> </tr> <tr style="vertical-align: top"> <td style="layout-grid-mode: line"><div style="display: inline; font-family: Times New Roman, Times, Serif; font-size: 10pt">Buildings and improvements</div> (years)</td> <td style="font-weight: bold; text-align: right; layout-grid-mode: line"><div style="display: inline; font-family: Times New Roman, Times, Serif; font-weight: normal">18</div></td> <td style="text-align: center">to</td> <td> <div style="display: inline; font-family: Times New Roman, Times, Serif">39</div></td> </tr> </table></div>3338100035345000<div style="display: inline; font-family: times new roman; font-size: 10pt"><table cellpadding="0" cellspacing="0" style="border-collapse: collapse; font: 10pt Times New Roman, Times, Serif;; width: 700px;"> <tr style="vertical-align: bottom"> <td> </td> <td> </td> <td colspan="7" style="text-align: center">Three Months Ended<br /> July 31,</td> </tr> <tr style="vertical-align: bottom"> <td style="font-style: italic; border-bottom: Black 1pt solid">(Dollars in thousands)</td> <td style="padding-bottom: 1pt; border-bottom: Black 1pt solid"> </td> <td colspan="3" style="text-align: center; border-bottom: Black 1pt solid">2016</td> <td style="padding-bottom: 1pt; border-bottom: Black 1pt solid"> </td> <td colspan="3" style="text-align: center; border-bottom: Black 1pt solid">2015</td> </tr> <tr style="vertical-align: bottom"> <td> </td> <td> </td> <td colspan="3"> </td> <td> </td> <td colspan="3"> </td> </tr> <tr style="vertical-align: bottom; background-color: rgb(204,238,255)"> <td style="width: 70%; text-align: left">Options exercised</td> <td style="width: 1%"> </td> <td style="width: 1%; text-align: left"> </td> <td style="width: 12%; text-align: right">3,750</td> <td style="width: 1%; text-align: left"> </td> <td style="width: 1%"> </td> <td style="width: 1%; text-align: left"> </td> <td style="width: 12%; text-align: right">17,750</td> <td style="width: 1%; text-align: left"> </td> </tr> <tr style="vertical-align: bottom; background-color: White"> <td style="text-align: left">Cash received from option exercises</td> <td> </td> <td style="text-align: left">$</td> <td style="text-align: right">77</td> <td style="text-align: left"> </td> <td> </td> <td style="text-align: left">$</td> <td style="text-align: right">245</td> <td style="text-align: left"> </td> </tr> <tr style="vertical-align: bottom; background-color: rgb(204,238,255)"> <td>Intrinsic value of options exercised</td> <td> </td> <td style="text-align: left">$</td> <td style="text-align: right">14</td> <td style="text-align: left"> </td> <td> </td> <td style="text-align: left">$</td> <td style="text-align: right">690</td> <td style="text-align: left"> </td> </tr> </table></div>279000430000066500<div style="display: inline; font-family: times new roman; font-size: 10pt"><table cellpadding="0" cellspacing="0" style="border-collapse: collapse; font: 10pt Times New Roman, Times, Serif;; width: 700px;"> <tr style="vertical-align: bottom"> <td style="text-align: center; padding-bottom: 1pt"> </td> <td style="padding-bottom: 1pt"> </td> <td colspan="3" style="text-align: center; border-bottom: Black 1pt solid">1997 Plan</td> <td style="padding-bottom: 1pt"> </td> <td colspan="3" style="text-align: center; border-bottom: Black 1pt solid">Restated <br /> Option Plan</td> </tr> <tr style="vertical-align: bottom; background-color: rgb(204,238,255)"> <td style="width: 70%; text-align: left">Minimum exercise price as a percentage of fair market value at date of grant</td> <td style="width: 1%"> </td> <td style="width: 1%; text-align: left"> </td> <td style="width: 12%; text-align: right">100</td> <td style="width: 1%; text-align: left">%</td> <td style="width: 1%"> </td> <td style="width: 1%; text-align: left"> </td> <td style="width: 12%; text-align: right">100</td> <td style="width: 1%; text-align: left">%</td> </tr> <tr style="vertical-align: bottom; background-color: White"> <td style="text-align: justify">Last expiration date for outstanding options</td> <td> </td> <td style="text-align: left"> </td> <td style="text-align: right">July 2, 2017</td> <td style="text-align: left"> </td> <td> </td> <td style="text-align: left"> </td> <td style="text-align: right">May 1, 2026</td> <td style="text-align: left"> </td> </tr> <tr style="vertical-align: bottom; background-color: rgb(204,238,255)"> <td style="text-align: justify">Shares available for grant at July 31, 2016</td> <td> </td> <td style="text-align: left"> </td> <td style="text-align: right">-</td> <td style="text-align: left"> </td> <td> </td> <td style="text-align: left"> </td> <td style="text-align: right">272,500</td> <td style="text-align: left"> </td> </tr> </table></div><div style="display: inline; font-family: times new roman; font-size: 10pt"><div style="display: inline; font-family: times new roman; font-size: 10pt"><div style="display: inline; font-family: times new roman; font-size: 10pt"><div style="display: inline; font-family: times new roman; font-size: 10pt"><div style="display: inline; font-family: times new roman; font-size: 10pt"><div style="display: inline; font-family: times new roman; font-size: 10pt"><div style=" font: italic 10pt Times New Roman, Times, Serif; margin: 0pt 0; text-align: justify">Treasury Stock</div><div style=" font: 10pt Times New Roman, Times, Serif; margin: 0pt 0; text-align: justify; text-indent: 9pt"> </div><div style=" font: 10pt Times New Roman, Times, Serif; margin: 0pt 0; text-align: justify; text-indent: 9.35pt">The Company purchased 273,092 shares of its common stock to be held as treasury stock for a total cost of $7.2 million during the first three months of fiscal 2017 and 46,000 shares for a total cost of $2.3 million during the first three months of fiscal 2016. Treasury stock may be used for issuances under the Company’s stock-based compensation plans or for other general corporate purposes. During fiscal 2016, the Company established a reserve account of 10,000 shares of treasury stock to secure outstanding service contracts issued in Iowa in accordance with the regulatory requirements of that state.</div></div></div></div></div></div></div>10000<div style="display: inline; font-family: times new roman; font-size: 10pt"><div style=" font: 10pt Times New Roman, Times, Serif; margin: 0pt 0; text-align: justify"><div style="display: inline; font-weight: bold;">H – Weighted Average Shares Outstanding</div></div> <div style=" font: 10pt Times New Roman, Times, Serif; margin: 0pt 0; text-align: justify"> </div> <div style=" font: 10pt Times New Roman, Times, Serif; margin: 0pt 0; text-align: justify; text-indent: 9pt">Weighted average shares of common stock outstanding used in the calculation of basic and diluted earnings per share were as follows:</div> <div style=" font: 10pt Times New Roman, Times, Serif; margin: 0pt 0; text-align: center; color: Red"> </div> <div style=" font: 10pt Times New Roman, Times, Serif; margin: 0pt 0; text-align: center; color: Red"></div> <div> <table cellpadding="0" cellspacing="0" style="border-collapse: collapse; font: 10pt Times New Roman, Times, Serif; width: 700px;"> <tr style="vertical-align: bottom"> <td style="text-align: center"> </td> <td> </td> <td colspan="7" style="text-align: center">Three Months Ended <br /> July 31,</td> </tr> <tr style="vertical-align: bottom"> <td style="border-bottom: Black 1pt solid"> </td> <td style="padding-bottom: 1pt; border-bottom: Black 1pt solid"> </td> <td colspan="3" style="text-align: center; border-bottom: Black 1pt solid">2016</td> <td style="padding-bottom: 1pt; border-bottom: Black 1pt solid"> </td> <td colspan="3" style="text-align: center; border-bottom: Black 1pt solid">2015</td> </tr> <tr style="vertical-align: bottom; background-color: rgb(204,238,255)"> <td style="width: 70%">Weighted average shares outstanding-basic</td> <td style="width: 1%"> </td> <td style="width: 1%; text-align: left"> </td> <td style="width: 12%; text-align: right">7,948,925</td> <td style="width: 1%; text-align: left"> </td> <td style="width: 1%"> </td> <td style="width: 1%; text-align: left"> </td> <td style="width: 12%; text-align: right">8,513,440</td> <td style="width: 1%; text-align: left"> </td> </tr> <tr style="vertical-align: bottom; background-color: White"> <td style="text-align: left; padding-bottom: 1pt">Dilutive options and restricted stock</td> <td style="padding-bottom: 1pt"> </td> <td style="border-bottom: Black 1pt solid; text-align: left"> </td> <td style="border-bottom: Black 1pt solid; text-align: right">236,152</td> <td style="border-bottom: Black 1pt solid; text-align: left"> </td> <td style="padding-bottom: 1pt"> </td> <td style="border-bottom: Black 1pt solid; text-align: left"> </td> <td style="border-bottom: Black 1pt solid; text-align: right">396,157</td> <td style="border-bottom: Black 1pt solid; text-align: left"> </td> </tr> <tr style="vertical-align: bottom; background-color: rgb(204,238,255)"> <td style="padding-bottom: 2.25pt">Weighted average shares outstanding-diluted</td> <td style="padding-bottom: 2.25pt"> </td> <td style="border-bottom: Black 2.25pt double; text-align: left"> </td> <td style="border-bottom: Black 2.25pt double; text-align: right">8,185,077</td> <td style="border-bottom: Black 2.25pt double; text-align: left"> </td> <td style="padding-bottom: 2.25pt"> </td> <td style="border-bottom: Black 2.25pt double; text-align: left"> </td> <td style="border-bottom: Black 2.25pt double; text-align: right">8,909,597</td> <td style="border-bottom: Black 2.25pt double; text-align: left"> </td> </tr> <tr style="vertical-align: bottom; background-color: White"> <td style="text-align: left">Antidilutive securities not included:</td> <td> </td> <td style="text-align: left"> </td> <td style="text-align: right"> </td> <td style="text-align: left"> </td> <td> </td> <td style="text-align: left"> </td> <td style="text-align: right"> </td> <td style="text-align: left"> </td> </tr> <tr style="vertical-align: bottom; background-color: rgb(204,238,255)"> <td style="padding-left: 10pt">Options</td> <td> </td> <td style="text-align: left"> </td> <td style="text-align: right">410,500</td> <td style="text-align: left"> </td> <td> </td> <td style="text-align: left"> </td> <td style="text-align: right">258,000</td> <td style="text-align: left"> </td> </tr> <tr style="vertical-align: bottom; background-color: White"> <td style="text-align: left; padding-left: 10pt">Restricted stock</td> <td> </td> <td style="text-align: left"> </td> <td style="text-align: right">9,000</td> <td style="text-align: left"> </td> <td> </td> <td style="text-align: left"> </td> <td style="text-align: right">-</td> <td style="text-align: left"> </td> </tr> </table> </div></div>false--04-30Q120172016-07-3110-Q00007998507836197YesAccelerated FilerAMERICAS CARMART INCNoNocrmt1446800012313000144680001446800012313000123130001525600011245000552700036840002351000022383000654150006477100053200066400050700062700018000250003340004160003180003930001100016000<div style="display: inline; font-family: times new roman; font-size: 10pt"><table cellpadding="0" cellspacing="0" style="border-collapse: collapse; font: 10pt Times New Roman, Times, Serif;; width: 700px;"> <tr style="vertical-align: bottom"> <td style="text-align: left"> </td> <td> </td> <td colspan="7" style="text-align: center">Three Months Ended<br /> July 31,</td> </tr> <tr style="vertical-align: bottom"> <td style="font-style: italic; border-bottom: Black 1pt solid">(In thousands)</td> <td style="padding-bottom: 1pt; border-bottom: Black 1pt solid"> </td> <td colspan="3" style="text-align: center; border-bottom: Black 1pt solid">2016</td> <td style="padding-bottom: 1pt; border-bottom: Black 1pt solid"> </td> <td colspan="3" style="text-align: center; border-bottom: Black 1pt solid">2015</td> </tr> <tr style="vertical-align: bottom"> <td colspan="5"> </td> <td> </td> <td colspan="3" style="text-align: justify"> </td> </tr> <tr style="vertical-align: bottom; background-color: rgb(204,238,255)"> <td style="width: 70%">Balance at beginning of period</td> <td style="width: 1%"> </td> <td style="width: 1%; text-align: left">$</td> <td style="width: 12%; text-align: right">102,485</td> <td style="width: 1%; text-align: left"> </td> <td style="width: 1%"> </td> <td style="width: 1%; text-align: left">$</td> <td style="width: 12%; text-align: right">93,224</td> <td style="width: 1%; text-align: left"> </td> </tr> <tr style="vertical-align: bottom; background-color: White"> <td style="text-align: left">Provision for credit losses</td> <td> </td> <td style="text-align: left"> </td> <td style="text-align: right">33,381</td> <td style="text-align: left"> </td> <td> </td> <td style="text-align: left"> </td> <td style="text-align: right">35,345</td> <td style="text-align: left"> </td> </tr> <tr style="vertical-align: bottom; background-color: rgb(204,238,255)"> <td style="text-align: left; padding-bottom: 1pt">Charge-offs, net of recovered collateral</td> <td style="padding-bottom: 1pt"> </td> <td style="border-bottom: Black 1pt solid; text-align: left"> </td> <td style="border-bottom: Black 1pt solid; text-align: right">(27,844</td> <td style="border-bottom: Black 1pt solid; text-align: left">)</td> <td style="padding-bottom: 1pt"> </td> <td style="border-bottom: Black 1pt solid; text-align: left"> </td> <td style="border-bottom: Black 1pt solid; text-align: right">(32,987</td> <td style="border-bottom: Black 1pt solid; text-align: left">)</td> </tr> <tr style="vertical-align: bottom; background-color: White"> <td style="text-align: left"> </td> <td> </td> <td style="text-align: left"> </td> <td style="text-align: right"> </td> <td style="text-align: left"> </td> <td> </td> <td style="text-align: left"> </td> <td style="text-align: right"> </td> <td style="text-align: left"> </td> </tr> <tr style="vertical-align: bottom; background-color: rgb(204,238,255)"> <td style="text-align: left; padding-bottom: 2.25pt; padding-left: 20pt">Balance at end of period</td> <td style="padding-bottom: 2.25pt"> </td> <td style="border-bottom: Black 2.25pt double; text-align: left">$</td> <td style="border-bottom: Black 2.25pt double; text-align: right">108,022</td> <td style="border-bottom: Black 2.25pt double; text-align: left"> </td> <td style="padding-bottom: 2.25pt"> </td> <td style="border-bottom: Black 2.25pt double; text-align: left">$</td> <td style="border-bottom: Black 2.25pt double; text-align: right">95,582</td> <td style="border-bottom: Black 2.25pt double; text-align: left"> </td> </tr> </table></div>700004800041050025800090004267010004062960002088000371000602000790000735000371000371000602000602000-231000-55000<div style="display: inline; font-family: times new roman; font-size: 10pt"><div style="display: inline; font-family: times new roman; font-size: 10pt"><div style="display: inline; font-family: times new roman; font-size: 10pt"><div style="display: inline; font-family: times new roman; font-size: 10pt"><div style="display: inline; font-family: times new roman; font-size: 10pt"><div style="display: inline; font-family: times new roman; font-size: 10pt"><div style=" font: italic 10pt Times New Roman, Times, Serif; margin: 0pt 0; text-align: justify">Cash Equivalents</div><div style=" font: 10pt Times New Roman, Times, Serif; margin: 0pt 0; text-align: justify"><div style="display: inline; font-style: italic;"> </div></div><div style=" font: 10pt Times New Roman, Times, Serif; margin: 0pt 0; text-align: justify; text-indent: 9pt">The Company considers all highly liquid debt instruments purchased with original maturities of three months or less to be cash equivalents.</div></div></div></div></div></div></div><div style="display: inline; font-family: times new roman; font-size: 10pt"><div style=" font: 10pt Times New Roman, Times, Serif; margin: 0pt 0; text-align: justify"><div style="display: inline; font-weight: bold;">K - Supplemental Cash Flow Information</div></div> <div style=" font: 10pt Times New Roman, Times, Serif; margin: 0pt 0; text-align: justify"> </div> <div style=" font: 10pt Times New Roman, Times, Serif; margin: 0pt 0; text-align: justify; text-indent: 9pt">Supplemental cash flow disclosures are as follows:</div> <div style=" font: 10pt Times New Roman, Times, Serif; margin: 0pt 0; text-align: center; color: Red"></div> <div> <table cellpadding="0" cellspacing="0" style="border-collapse: collapse; font: 10pt Times New Roman, Times, Serif; width: 700px;"> <tr style="vertical-align: bottom"> <td style="text-align: center"> </td> <td> </td> <td colspan="7" style="text-align: center">Three Months Ended<br /> July 31,</td> </tr> <tr style="vertical-align: bottom"> <td style="font-style: italic; border-bottom: Black 1pt solid">(in thousands)</td> <td style="padding-bottom: 1pt; border-bottom: Black 1pt solid"> </td> <td colspan="3" style="text-align: center; border-bottom: Black 1pt solid">2016</td> <td style="padding-bottom: 1pt; border-bottom: Black 1pt solid"> </td> <td colspan="3" style="text-align: center; border-bottom: Black 1pt solid">2015</td> </tr> <tr style="vertical-align: bottom; background-color: rgb(204,238,255)"> <td style="text-align: left">Supplemental disclosures:</td> <td> </td> <td style="text-align: left"> </td> <td style="text-align: right"> </td> <td style="text-align: left"> </td> <td> </td> <td style="text-align: left"> </td> <td style="text-align: right"> </td> <td style="text-align: left"> </td> </tr> <tr style="vertical-align: bottom; background-color: White"> <td style="width: 70%; text-align: left; padding-left: 10pt">Interest paid</td> <td style="width: 1%"> </td> <td style="width: 1%; text-align: left">$</td> <td style="width: 12%; text-align: right">944</td> <td style="width: 1%; text-align: left"> </td> <td style="width: 1%"> </td> <td style="width: 1%; text-align: left">$</td> <td style="width: 12%; text-align: right">990</td> <td style="width: 1%; text-align: left"> </td> </tr> <tr style="vertical-align: bottom; background-color: rgb(204,238,255)"> <td style="text-align: left; padding-left: 10pt">Income taxes paid, net</td> <td> </td> <td style="text-align: left"> </td> <td style="text-align: right">451</td> <td style="text-align: left"> </td> <td> </td> <td style="text-align: left"> </td> <td style="text-align: right">86</td> <td style="text-align: left"> </td> </tr> <tr style="vertical-align: bottom; background-color: White"> <td style="text-align: left">Non-cash transactions:</td> <td> </td> <td style="text-align: left"> </td> <td style="text-align: right"> </td> <td style="text-align: left"> </td> <td> </td> <td style="text-align: left"> </td> <td style="text-align: right"> </td> <td style="text-align: left"> </td> </tr> <tr style="vertical-align: bottom; background-color: rgb(204,238,255)"> <td style="text-align: left; padding-left: 10pt">Inventory acquired in repossession and payment protection plan claims</td> <td> </td> <td style="text-align: left"> </td> <td style="text-align: right">8,569</td> <td style="text-align: left"> </td> <td> </td> <td style="text-align: left"> </td> <td style="text-align: right">11,743</td> <td style="text-align: left"> </td> </tr> <tr style="vertical-align: bottom; background-color: White"> <td style="text-align: left; padding-left: 10pt">Loss accrued on disposal of property and equipment</td> <td> </td> <td style="text-align: left"> </td> <td style="text-align: right">400</td> <td style="text-align: left"> </td> <td> </td> <td style="text-align: left"> </td> <td style="text-align: right">-</td> <td style="text-align: left"> </td> </tr> </table> </div></div><div style="display: inline; font-family: times new roman; font-size: 10pt"><div style=" font: 10pt Times New Roman, Times, Serif; margin: 0pt 0; text-align: justify"><div style="display: inline; font-weight: bold;">J – Commitments and Contingencies</div></div> <div style=" font: 10pt Times New Roman, Times, Serif; margin: 0pt 0; text-align: justify"><div style="display: inline; font-weight: bold;"> </div></div> <div style=" font: 10pt Times New Roman, Times, Serif; margin: 0pt 0; text-align: justify; text-indent: 9.35pt">The Company has a standby letter of credit relating to an insurance policy totaling $1 million at July 31, 2016.</div></div>18000000.010.015000000050000000127317791272656078059478073820127000127000<div style="display: inline; font-family: times new roman; font-size: 10pt"><div style="display: inline; font-family: times new roman; font-size: 10pt"><div style="display: inline; font-family: times new roman; font-size: 10pt"><div style="display: inline; font-family: times new roman; font-size: 10pt"><div style="display: inline; font-family: times new roman; font-size: 10pt"><div style="display: inline; font-family: times new roman; font-size: 10pt"><div style=" font: italic 10pt Times New Roman, Times, Serif; margin: 0pt 0; text-align: justify">Concentration of Risk</div><div style=" font: 10pt Times New Roman, Times, Serif; margin: 0pt 0; text-align: justify"><div style="display: inline; font-style: italic;"> </div></div><div style=" font: 10pt Times New Roman, Times, Serif; margin: 0pt 0; text-align: justify; text-indent: 9.35pt">The Company provides financing in connection with the sale of substantially all of its vehicles. These sales are made primarily to customers residing in Alabama, Arkansas, Georgia, Kentucky, Mississippi, Missouri, Oklahoma, Tennessee, and Texas, with approximately 31% of revenues resulting from sales to Arkansas customers.</div><div style="page-break-before: always; margin-top: 6pt; margin-bottom: 12pt"> </div><div style=" font: 10pt Times New Roman, Times, Serif; margin: 0pt 0; text-align: justify; text-indent: 9.35pt">Periodically, the Company maintains cash in financial institutions in excess of the amounts insured by the federal government. The Company’s revolving credit facilities mature in October 2017. The Company expects that these credit facilities will be renewed or refinanced on or before the scheduled maturity dates.</div></div></div></div></div></div></div>0.31<div style="display: inline; font-family: times new roman; font-size: 10pt"><div style="display: inline; font-family: times new roman; font-size: 10pt"><div style="display: inline; font-family: times new roman; font-size: 10pt"><div style="display: inline; font-family: times new roman; font-size: 10pt"><div style="display: inline; font-family: times new roman; font-size: 10pt"><div style="display: inline; font-family: times new roman; font-size: 10pt"><div style=" font: italic 10pt Times New Roman, Times, Serif; margin: 0pt 0; text-align: justify">Principles of Consolidation</div><div style=" font: 10pt Times New Roman, Times, Serif; margin: 0pt 0; text-align: justify"><div style="display: inline; font-style: italic;"> </div></div><div style=" font: 10pt Times New Roman, Times, Serif; margin: 0pt 0; text-align: justify; text-indent: 9pt">The consolidated financial statements include the accounts of America’s Car-Mart, Inc. and its subsidiaries. All intercompany accounts and transactions have been eliminated.</div></div></div></div></div></div></div>7551300075087000134502000135327000<div style="display: inline; font-family: times new roman; font-size: 10pt"><div style=" font: 10pt Times New Roman, Times, Serif; margin: 0pt 0; text-align: justify"><div style="display: inline; font-weight: bold;">F – Debt Facilities</div></div> <div style=" font: 10pt Times New Roman, Times, Serif; margin: 0pt 0; text-align: justify"> </div> <div style=" font: 10pt Times New Roman, Times, Serif; margin: 0pt 0; text-indent: 9pt">A summary of revolving credit facilities is as follows:</div> <div style=" margin: 0"> </div> <div> <table cellpadding="0" cellspacing="0" style="border-collapse: collapse; font: 10pt Times New Roman, Times, Serif; width: 700px;"> <tr style="vertical-align: bottom"> <td nowrap="nowrap"><div style="display: inline; font-style: italic;">(In thousands)</div></td> <td nowrap="nowrap"> </td> <td colspan="3" nowrap="nowrap"> </td> <td nowrap="nowrap"> </td> <td nowrap="nowrap"> </td> <td nowrap="nowrap"> </td> <td nowrap="nowrap"> </td> <td nowrap="nowrap"> </td> <td colspan="3" nowrap="nowrap"> </td> <td nowrap="nowrap"> </td> <td colspan="3" nowrap="nowrap"> </td> </tr> <tr style="vertical-align: bottom"> <td nowrap="nowrap" style="text-align: center"> </td> <td nowrap="nowrap" style="text-align: center"> </td> <td colspan="3" nowrap="nowrap" style="text-align: center">Aggregate</td> <td nowrap="nowrap" style="text-align: center"> </td> <td nowrap="nowrap" style="text-align: center">Interest</td> <td nowrap="nowrap" style="text-align: center"> </td> <td nowrap="nowrap" style="text-align: center"> </td> <td nowrap="nowrap" style="text-align: center"> </td> <td colspan="7" nowrap="nowrap" style="text-align: center; border-bottom: Black 1pt solid">Balance at</td> </tr> <tr style="vertical-align: bottom"> <td nowrap="nowrap" style="text-align: center; padding-bottom: 1pt"> </td> <td nowrap="nowrap" style="text-align: center; padding-bottom: 1pt"> </td> <td colspan="3" nowrap="nowrap" style="text-align: center; border-bottom: Black 1pt solid"> Amount</td> <td nowrap="nowrap" style="text-align: center; padding-bottom: 1pt"> </td> <td nowrap="nowrap" style="text-align: center; border-bottom: Black 1pt solid"> Rate</td> <td nowrap="nowrap" style="text-align: center; padding-bottom: 1pt"> </td> <td nowrap="nowrap" style="text-align: center; border-bottom: Black 1pt solid">Maturity</td> <td nowrap="nowrap" style="text-align: center; padding-bottom: 1pt"> </td> <td colspan="3" nowrap="nowrap" style="text-align: center; border-bottom: Black 1pt solid">July 31, 2016</td> <td nowrap="nowrap" style="text-align: center; padding-bottom: 1pt"> </td> <td colspan="3" nowrap="nowrap" style="text-align: center; border-bottom: Black 1pt solid">April 30, 2016</td> </tr> <tr style="vertical-align: bottom; background-color: rgb(204,238,255)"> <td style="width: 25%; text-align: left">Revolving credit facilities</td> <td style="width: 1%"> </td> <td style="width: 1%; text-align: left">$</td> <td style="width: 10%; text-align: right">172,500</td> <td style="width: 1%; text-align: left"> </td> <td style="width: 1%"> </td> <td style="width: 22%; text-align: justify">LIBOR + 2.375%</td> <td style="width: 1%"> </td> <td nowrap="nowrap" style="width: 12%; text-align: center">October 8, 2017</td> <td style="width: 1%"> </td> <td style="width: 1%; text-align: left">$</td> <td style="width: 10%; text-align: right">117,369</td> <td style="width: 1%; text-align: left"> </td> <td style="width: 1%"> </td> <td style="width: 1%; text-align: left">$</td> <td style="width: 10%; text-align: right">107,386</td> <td style="width: 1%; text-align: left"> </td> </tr> <tr style="vertical-align: bottom; background-color: White"> <td style="text-align: left"> </td> <td> </td> <td style="text-align: left"> </td> <td style="text-align: right"> </td> <td style="text-align: left"> </td> <td> </td> <td colspan="11" style="text-align: justify">(2.86% at July 31, 2016 and 2.81% at April 30, 2016)</td> </tr> </table> </div> <div style=" font: 10pt Times New Roman, Times, Serif; margin: 0pt 0; text-align: center; color: Red"><div style="display: inline; font-weight: bold;"> </div></div> <div style=" font: 10pt Times New Roman, Times, Serif; margin: 0pt 0; text-align: justify; text-indent: 9pt">On March 9, 2012, the Company entered into an Amended and Restated Loan and Security Agreement with a group of lenders providing revolving credit facilities totaling $125 million (“Credit Facilities”). The Credit Facilities were amended on September 30, 2012, February 4, 2013, June 24, 2013, February 13, 2014 and October 8, 2014, respectively. The first amendment to the Credit Facilities increased the total revolving commitment to $145 million. The second amendment amended the definition of eligible vehicle contracts to include contracts with 36-42 month terms. The third amendment extended the term to June 24, 2016, provided the option to request revolver commitment increases for up to an additional $55 million and provided for a 0.25% decrease in each of the three pricing tiers for determining the applicable interest rate. The fourth amendment amended the structure of the debt covenants as related to the application of the fixed charge coverage ratio calculation. As amended, the fixed charge coverage ratio calculation will be required only if availability, as defined, under the revolving credit facilities is less than certain specified thresholds. The fourth amendment also increased the allowable capital expenditures to $10 million in the aggregate during any fiscal year and allows for the sale of certain vehicle contracts to third parties.</div> <div style=" font: 10pt Times New Roman, Times, Serif; margin: 0pt 0; text-align: justify; text-indent: 9.35pt"> </div> <div style=" font: 10pt Times New Roman, Times, Serif; margin: 0pt 0; text-align: justify; text-indent: 9pt">On October 8, 2014, the Company entered into a fifth amendment to the Credit Facilities, which extended the term of the Credit Facilities to October 8, 2017, added a new pricing tier for determining the applicable interest rate, and provided for a 0.125% increase in each of the three existing pricing tiers. The fifth amendment also amended one of two alternative distribution limitations related to repurchases of the Company’s stock. With respect to such limitation, the amendment (i) reset the $40 million aggregate limit on repurchases beginning with October 8, 2014, (ii) redefined the aggregate amount of repurchases to be net of proceeds received from the exercise of stock options, and (iii) changed the requirement that the sum of borrowing bases combined minus the principal balances of all revolver loans after giving effect to such repurchases be equal to or greater than 30% of the sum of the borrowing bases.</div> <div style=" font: 10pt Times New Roman, Times, Serif; margin: 0pt 0; text-align: justify; text-indent: 9.35pt"> </div> <div style=" font: 10pt Times New Roman, Times, Serif; margin: 0pt 0; text-align: justify; text-indent: 9.35pt">On February 18, 2016, the Company exercised an option under its existing credit agreement to increase the total revolving credit facilities by $27.5 million from $145 million to $172.5 million. The increase in the total revolving credit commitments was made pursuant to the aforementioned accordion feature of the Credit Facilities, which allows the Company to increase the total revolver commitments by up to an additional $55 million (up to $200 million in total commitments), subject to lender approval and/or successful syndication.</div> <div style=" font: 10pt Times New Roman, Times, Serif; margin: 0pt 0; text-align: justify; text-indent: 9.35pt"> </div> <div style=" font: 10pt Times New Roman, Times, Serif; margin: 0pt 0; text-align: justify; text-indent: 9.35pt">The revolving credit facilities are collateralized primarily by finance receivables and inventory, are cross collateralized and contain a guarantee by the Company. Interest is payable monthly under the revolving credit facilities. The Credit Facilities provide for four pricing tiers for determining the applicable interest rate, based on the Company’s consolidated leverage ratio for the preceding fiscal quarter. The current applicable interest rate under the Credit Facilities is generally LIBOR plus 2.375%. The Credit Facilities contain various reporting and performance covenants including (i) maintenance of certain financial ratios and tests, (ii) limitations on borrowings from other sources, (iii) restrictions on certain operating activities and (iv) restrictions on the payment of dividends or distributions.</div> <div style=" font: 10pt Times New Roman, Times, Serif; margin: 0pt 0; text-align: justify; text-indent: 9.35pt"><div style="display: inline; background-color: transparent"> </div></div> <div style=" font: 10pt Times New Roman, Times, Serif; margin: 0pt 0; text-align: justify; text-indent: 9.35pt">The distribution limitations under the Credit Facilities allow the Company to repurchase the Company’s stock so long as: either (a) the aggregate amount of such repurchases does not exceed $40 million beginning October 8, 2014 and the sum of borrowing bases combined minus the principal balances of all revolver loans after giving effect to such repurchases is equal to or greater than 30% of the sum of the borrowing bases, or (b) the aggregate amount of such repurchases does not exceed 75% of the consolidated net income of the Company measured on a trailing twelve month basis; provided that immediately before and after giving effect to the stock repurchases at least 12.5% of the aggregate funds committed under the credit facilities remain available.</div> <!-- Field: Page; Sequence: 13; Value: 2 --> <div style="page-break-before: always; margin-top: 6pt; margin-bottom: 12pt"> </div> <!-- Field: /Page --> <div style=" font: 10pt Times New Roman, Times, Serif; margin: 0pt 0; text-align: justify; text-indent: 9.35pt">The Company was in compliance with the covenants at July 31, 2016. The amount available to be drawn under the credit facilities is a function of eligible finance receivables and inventory. Based upon eligible finance receivables and inventory at July 31, 2016, the Company had additional availability of approximately $52.8 million under the revolving credit facilities.</div> <div style=" font: 10pt Times New Roman, Times, Serif; margin: 0pt 0; text-align: justify; text-indent: 9.35pt"> </div> <div style=" font: 10pt Times New Roman, Times, Serif; margin: 0pt 0; text-align: justify; text-indent: 9.35pt">The Company recognized approximately $70,000 and $48,000 of amortization for the three months ended July 31, 2016 and 2015, respectively, related to debt issuance costs. The amortization is reflected as interest expense in the Company’s Condensed Consolidated Statements of Operations.</div> <div style=" font: 10pt Times New Roman, Times, Serif; margin: 0pt 0; text-align: justify; text-indent: 9.35pt"><div style="display: inline; background-color: transparent"> </div></div> <div style=" font: 10pt Times New Roman, Times, Serif; margin: 0pt 0; text-align: justify; text-indent: 9.35pt">During fiscal 2016, the Company implemented the guidance in ASU 2015-03, <div style="display: inline; font-style: italic;">Simplifying the Presentation of Debt Issuance Costs</div>, which amended the presentation of debt issuance costs in the financial statements. ASU 2015-03 requires that debt issuance costs related to a recognized debt liability be presented in the balance sheet as a direct deduction from the carrying amount of that debt liability, consistent with debt discounts, instead of as an asset. As a result, debt issuance costs of approximately $326,000 and $396,000 as of July 31, 2016 and April 30, 2016, respectively, are shown as a deduction from the revolving credit facilities in the Condensed Consolidated Balance Sheet.</div> <div style=" font: 10pt Times New Roman, Times, Serif; margin: 0pt 0; text-align: justify; text-indent: 9.35pt"> </div> <div style=" font: 10pt Times New Roman, Times, Serif; margin: 0pt 0; text-align: justify; text-indent: 9.35pt">On December 15, 2015, the Company entered into an agreement to purchase the property on which one of its dealerships is located for a purchase price of $550,000. Under the agreement, the purchase price is being paid in monthly principal and interest installments of $10,005. The debt matures in December 2020, bears interest at a rate of 3.50% and is secured by the property. The balance on this note payable was approximately $491,000 and $516,000 as of July 31, 2016 and April 30, 2016, respectively.</div></div>0.023750.023755500000.0351000572050000668710003260003960009430004690001811600010369000173040001003500019223000182800001096000101000010960001010000<div style="display: inline; font-family: times new roman; font-size: 10pt"><div style=" font: 10pt Times New Roman, Times, Serif; margin: 0pt 0; text-align: justify"><div style="display: inline; font-weight: bold;">I – Stock-Based Compensation</div></div> <div style=" font: 10pt Times New Roman, Times, Serif; margin: 0pt 0; text-align: justify; text-indent: 9.35pt"> </div> <div style=" font: 10pt Times New Roman, Times, Serif; margin: 0pt 0; text-align: justify; text-indent: 9.35pt">The Company has stock-based compensation plans available to grant non-qualified stock options, incentive stock options and restricted stock to employees, directors and certain advisors of the Company. The stock-based compensation plans being utilized at July 31, 2016 are the Amended and Restated Stock Option Plan and the Amended and Restated Stock Incentive Plan. The Company recorded total stock-based compensation expense for all plans of approximately $532,000 ($334,000 after tax effects) and $664,000 ($416,000 after tax effects) for the three months ended July 31, 2016 and 2015, respectively. Tax benefits were recognized for these costs at the Company’s overall effective tax rate.</div> <div style=" font: 10pt Times New Roman, Times, Serif; margin: 0pt 0; text-align: justify; text-indent: 9.35pt"><div style="display: inline; background-color: transparent"> </div></div> <div style=" font: 10pt Times New Roman, Times, Serif; margin: 0pt 0"><div style="display: inline; font-style: italic;">Stock Options</div></div> <div style=" font: 10pt Times New Roman, Times, Serif; margin: 0pt 0"><div style="display: inline; font-style: italic;"> </div></div> <div style=" font: 10pt Times New Roman, Times, Serif; margin: 0pt 0; text-align: justify; text-indent: 13.5pt">The Company has options outstanding under two stock option plans approved by the shareholders, the 1997 Stock Option Plan (“1997 Plan”) and the Amended and Restated Stock Option Plan, formerly the 2007 Stock Option Plan (the “2007 Plan”). While previously granted options remain outstanding, no additional option grants may be made under the 1997 Plan. The shareholders of the Company approved the Amended and Restated Stock Option Plan (the “Restated Option Plan”) on August 5, 2015, which extended the term of the Restated Option Plan to June 10, 2025 and increased the number of shares of common stock reserved for issuance under the plan to 1,800,000 shares. The Restated Option Plan provides for the grant of options to purchase shares of the Company’s common stock to employees, directors and certain advisors of the Company at a price not less than the fair market value of the stock on the date of grant and for periods not to exceed ten years. Options granted under the Company’s stock option plans expire in the calendar years 2017 through 2026.</div> <div style=" font: 10pt Times New Roman, Times, Serif; margin: 0pt 0; text-align: justify; text-indent: 13.5pt"> </div> <div> <table cellpadding="0" cellspacing="0" style="border-collapse: collapse; font: 10pt Times New Roman, Times, Serif; width: 700px;"> <tr style="vertical-align: bottom"> <td style="text-align: center; padding-bottom: 1pt"> </td> <td style="padding-bottom: 1pt"> </td> <td colspan="3" style="text-align: center; border-bottom: Black 1pt solid">1997 Plan</td> <td style="padding-bottom: 1pt"> </td> <td colspan="3" style="text-align: center; border-bottom: Black 1pt solid">Restated <br /> Option Plan</td> </tr> <tr style="vertical-align: bottom; background-color: rgb(204,238,255)"> <td style="width: 70%; text-align: left">Minimum exercise price as a percentage of fair market value at date of grant</td> <td style="width: 1%"> </td> <td style="width: 1%; text-align: left"> </td> <td style="width: 12%; text-align: right">100</td> <td style="width: 1%; text-align: left">%</td> <td style="width: 1%"> </td> <td style="width: 1%; text-align: left"> </td> <td style="width: 12%; text-align: right">100</td> <td style="width: 1%; text-align: left">%</td> </tr> <tr style="vertical-align: bottom; background-color: White"> <td style="text-align: justify">Last expiration date for outstanding options</td> <td> </td> <td style="text-align: left"> </td> <td style="text-align: right">July 2, 2017</td> <td style="text-align: left"> </td> <td> </td> <td style="text-align: left"> </td> <td style="text-align: right">May 1, 2026</td> <td style="text-align: left"> </td> </tr> <tr style="vertical-align: bottom; background-color: rgb(204,238,255)"> <td style="text-align: justify">Shares available for grant at July 31, 2016</td> <td> </td> <td style="text-align: left"> </td> <td style="text-align: right">-</td> <td style="text-align: left"> </td> <td> </td> <td style="text-align: left"> </td> <td style="text-align: right">272,500</td> <td style="text-align: left"> </td> </tr> </table> </div> <div style=" font: 10pt Times New Roman, Times, Serif; margin: 0pt 0; text-align: justify; text-indent: 9pt"> </div> <div style=" font: 10pt Times New Roman, Times, Serif; margin: 0pt 0; text-align: justify; text-indent: 9pt">The fair value of options granted is estimated on the date of grant using the Black-Scholes option pricing model based on the assumptions in the table below.</div> <div style=" font: 10pt Times New Roman, Times, Serif; margin: 0pt 0; text-align: justify; text-indent: 9pt"> </div> <div> <table cellpadding="0" cellspacing="0" style="border-collapse: collapse; font: 10pt Times New Roman, Times, Serif; width: 700px;"> <tr style="vertical-align: bottom"> <td> </td> <td> </td> <td colspan="7" style="text-align: center">Three Months Ended<br /> July 31,</td> </tr> <tr style="vertical-align: bottom"> <td style="text-align: justify"> </td> <td style="padding-bottom: 1pt"> </td> <td colspan="3" style="text-align: center; border-bottom: Black 1pt solid">2016</td> <td style="padding-bottom: 1pt"> </td> <td colspan="3" style="text-align: center; border-bottom: Black 1pt solid">2015</td> </tr> <tr style="vertical-align: bottom; background-color: rgb(204,238,255)"> <td style="width: 70%; text-align: justify">Expected term (years)</td> <td style="width: 1%"> </td> <td style="width: 1%; text-align: left"> </td> <td style="width: 12%; text-align: right">5.5</td> <td style="width: 1%; text-align: left"> </td> <td style="width: 1%"> </td> <td style="width: 1%; text-align: left"> </td> <td style="width: 12%; text-align: right">5.5</td> <td style="width: 1%; text-align: left"> </td> </tr> <tr style="vertical-align: bottom; background-color: White"> <td style="text-align: justify">Risk-free interest rate</td> <td> </td> <td style="text-align: left"> </td> <td style="text-align: right">1.32</td> <td style="text-align: left">%</td> <td> </td> <td style="text-align: left"> </td> <td style="text-align: right">1.56</td> <td style="text-align: left">%</td> </tr> <tr style="vertical-align: bottom; background-color: rgb(204,238,255)"> <td style="text-align: justify">Volatility</td> <td> </td> <td style="text-align: left"> </td> <td style="text-align: right">36</td> <td style="text-align: left">%</td> <td> </td> <td style="text-align: left"> </td> <td style="text-align: right">34</td> <td style="text-align: left">%</td> </tr> <tr style="vertical-align: bottom; background-color: White"> <td style="text-align: justify">Dividend yield</td> <td> </td> <td style="text-align: left"> </td> <td style="text-align: right">-</td> <td style="text-align: left"> </td> <td> </td> <td style="text-align: left"> </td> <td style="text-align: right">-</td> <td style="text-align: left"> </td> </tr> </table> </div> <!-- Field: Page; Sequence: 15; Value: 2 --> <div style="page-break-before: always; margin-top: 6pt; margin-bottom: 12pt"> </div> <!-- Field: /Page --> <div style=" font: 10pt Times New Roman, Times, Serif; margin: 0pt 0; text-align: justify; text-indent: 9pt">The expected term of the options is based on evaluations of historical actual and future expected employee exercise behavior. The risk-free interest rate is based on the U.S. Treasury rates at the date of grant with maturity dates approximately equal to the expected life at the grant date. Volatility is based on historical volatility of the Company’s common stock. The Company has not historically issued any dividends and does not expect to do so in the foreseeable future.</div> <div style=" font: 10pt Times New Roman, Times, Serif; margin: 0pt 0; text-align: justify; text-indent: 9pt"><div style="display: inline; background-color: transparent"> </div></div> <div style=" font: 10pt Times New Roman, Times, Serif; margin: 0pt 0; text-align: justify; text-indent: 9.35pt">There were 30,000 options granted during the three months ended July 31, 2016 and 238,750 options granted during the three months ended July 31, 2015. The grant-date fair value of options granted during the three months ended July 31, 2016 and 2015 was $279,000 and $4.3 million, respectively. The options were granted at fair market value on the date of grant.</div> <div style=" font: 10pt Times New Roman, Times, Serif; margin: 0pt 0; text-align: justify; text-indent: 9pt"> </div> <div style=" font: 10pt Times New Roman, Times, Serif; margin: 0pt 0; text-align: justify; text-indent: 9pt"><div style="display: inline; font-family: Times New Roman, Times, Serif">Stock option compensation expense on a pre-tax basis was $507,000 ($318</div>,000 after tax effects) <div style="display: inline; font-family: Times New Roman, Times, Serif">and $627,000 (</div>$393,000 after tax effects) for the three months<div style="display: inline; font-family: Times New Roman, Times, Serif"> ended July 31, 2016 and 2015, respectively. </div>As of July 31, 2016, the Company had approximately $3.5 million of total unrecognized compensation cost related to unvested options that are expected to vest. These unvested outstanding options have a weighted-average remaining vesting period of 3.5 years.</div> <div style=" font: 10pt Times New Roman, Times, Serif; margin: 0pt 0; text-align: justify; text-indent: 9pt"><div style="display: inline; background-color: transparent"> </div></div> <div style=" font: 10pt Times New Roman, Times, Serif; margin: 0pt 0; text-align: justify; text-indent: 9pt">In May 2015, key employees of the Company were granted 99,750 performance based stock options with a five-year performance period ending April 30, 2020. An additional 40,000 such options were granted to key employees of the Company in August 2015. Tiered vesting of these units is based solely on comparing the Company’s net income over the specified performance period to net income at April 30, 2015. As of July 31, 2016, the Company had $1.1 million in unrecognized compensation expense related to 66,500 of these options that are not currently expected to vest.</div> <div style=" font: 10pt Times New Roman, Times, Serif; margin: 0pt 0; text-align: justify; text-indent: 9pt"> </div> <div style=" font: 10pt Times New Roman, Times, Serif; margin: 0pt 0; text-align: justify; text-indent: 9pt">The aggregate intrinsic value of outstanding options at July 31, 2016 and 2015 was $12.2 million and $21.4 million, respectively.</div> <div style=" font: 10pt Times New Roman, Times, Serif; margin: 0pt 0; text-align: justify; text-indent: 9pt"><div style="display: inline; background-color: transparent"> </div></div> <div style=" font: 10pt Times New Roman, Times, Serif; margin: 0pt 0; text-align: justify; text-indent: 9pt">The Company had the following options exercised for the periods indicated. The impact of these cash receipts is included in financing activities in the accompanying Condensed Consolidated Statements of Cash Flows.</div> <div style=" font: 10pt Times New Roman, Times, Serif; margin: 0pt 0; text-align: justify; text-indent: 9pt"><div style="display: inline; background-color: transparent"> </div></div> <div> <table cellpadding="0" cellspacing="0" style="border-collapse: collapse; font: 10pt Times New Roman, Times, Serif; width: 700px;"> <tr style="vertical-align: bottom"> <td> </td> <td> </td> <td colspan="7" style="text-align: center">Three Months Ended<br /> July 31,</td> </tr> <tr style="vertical-align: bottom"> <td style="font-style: italic; border-bottom: Black 1pt solid">(Dollars in thousands)</td> <td style="padding-bottom: 1pt; border-bottom: Black 1pt solid"> </td> <td colspan="3" style="text-align: center; border-bottom: Black 1pt solid">2016</td> <td style="padding-bottom: 1pt; border-bottom: Black 1pt solid"> </td> <td colspan="3" style="text-align: center; border-bottom: Black 1pt solid">2015</td> </tr> <tr style="vertical-align: bottom"> <td> </td> <td> </td> <td colspan="3"> </td> <td> </td> <td colspan="3"> </td> </tr> <tr style="vertical-align: bottom; background-color: rgb(204,238,255)"> <td style="width: 70%; text-align: left">Options exercised</td> <td style="width: 1%"> </td> <td style="width: 1%; text-align: left"> </td> <td style="width: 12%; text-align: right">3,750</td> <td style="width: 1%; text-align: left"> </td> <td style="width: 1%"> </td> <td style="width: 1%; text-align: left"> </td> <td style="width: 12%; text-align: right">17,750</td> <td style="width: 1%; text-align: left"> </td> </tr> <tr style="vertical-align: bottom; background-color: White"> <td style="text-align: left">Cash received from option exercises</td> <td> </td> <td style="text-align: left">$</td> <td style="text-align: right">77</td> <td style="text-align: left"> </td> <td> </td> <td style="text-align: left">$</td> <td style="text-align: right">245</td> <td style="text-align: left"> </td> </tr> <tr style="vertical-align: bottom; background-color: rgb(204,238,255)"> <td>Intrinsic value of options exercised</td> <td> </td> <td style="text-align: left">$</td> <td style="text-align: right">14</td> <td style="text-align: left"> </td> <td> </td> <td style="text-align: left">$</td> <td style="text-align: right">690</td> <td style="text-align: left"> </td> </tr> </table> </div> <div style=" font: 10pt Times New Roman, Times, Serif; margin: 0pt 0; text-align: center; color: Red"> </div> <div style=" font: 10pt Times New Roman, Times, Serif; margin: 0pt 0; text-align: justify; text-indent: 9pt">As of July 31, 2016 there were 930,250 vested and exercisable stock options outstanding with an aggregate intrinsic value of $11.8 million and a weighted average remaining contractual life of 3.4 years and a weighted average exercise price of $23.44.</div> <div style=" font: 10pt Times New Roman, Times, Serif; margin: 0pt 0"><div style="display: inline; background-color: transparent"> </div></div> <div style=" font: italic 10pt Times New Roman, Times, Serif; margin: 0pt 0; text-align: justify">Stock Incentive Plan</div> <div style=" font: 10pt Times New Roman, Times, Serif; margin: 0pt 0; text-align: justify; text-indent: 9pt"> </div> <div style=" font: 10pt Times New Roman, Times, Serif; margin: 0pt 0; text-align: justify; text-indent: 9.35pt">On October 14, 2009, the shareholders of the Company approved an amendment to the Company’s Stock Incentive Plan that increased the number of shares of common stock that may be issued under the Stock Incentive Plan to 350,000. On August 5, 2015, the shareholders of the Company approved the Amended and Restated Stock Incentive Plan, which extended the term of the Stock Incentive Plan to June 10, 2025. For shares issued under the Stock Incentive Plan, the associated compensation expense is generally recognized equally over the vesting periods established at the award date and is subject to the employee’s continued employment by the Company.</div> <div style=" font: 10pt Times New Roman, Times, Serif; margin: 0pt 0; text-align: justify; text-indent: 0.5in"> </div> <div style=" font: 10pt Times New Roman, Times, Serif; margin: 0pt 0; text-align: justify; text-indent: 9.35pt"><div style="display: inline; font-family: Times New Roman, Times, Serif">There were no restricted shares granted during the first three months of fiscal 2017 or fiscal 2016. A total of 178,027 shares remained available for award at July 31, 2016.</div> <div style="display: inline; font-family: Times New Roman, Times, Serif">There were 9,000 unvested shares at July 31, 2016 with a weighted average grant date fair value of $52.10. </div></div> <div style=" font: 10pt Times New Roman, Times, Serif; margin: 0pt 0; text-align: center; text-indent: 0.5in"> </div> <div style=" font: 10pt Times New Roman, Times, Serif; margin: 0pt 0; text-align: justify; text-indent: 9pt"><div style="display: inline; font-family: Times New Roman, Times, Serif">The Company recorded compensation cost of approximately $18,000 </div>($11,000 after tax effects) <div style="display: inline; font-family: Times New Roman, Times, Serif">and $25,000 (</div>$16,000 after tax effects) <div style="display: inline; font-family: Times New Roman, Times, Serif">related to the Stock Incentive Plan during the three months ended July 31, 2016 and 2015, respectively. As of July 31, 2016, the Company had approximately $352,000<div style="display: inline; color: #FF9900"> </div>of total unrecognized compensation cost related to unvested awards granted under the Stock Incentive Plan, which the Company expects to recognize over a weighted-average remaining period of 3.8 years. </div></div> <div style=" font: 10pt Times New Roman, Times, Serif; margin: 0pt 0; text-indent: 0.5in"><div style="display: inline; background-color: transparent"> </div></div> <div style=" font: 10pt Times New Roman, Times, Serif; margin: 0pt 0; text-align: justify; text-indent: 9pt">There were no modifications to any of the Company’s outstanding share-based payment awards during fiscal 2016 or during the first three months of fiscal 2017.</div></div>0.890.540.870.52<div style="display: inline; font-family: times new roman; font-size: 10pt"><div style="display: inline; font-family: times new roman; font-size: 10pt"><div style="display: inline; font-family: times new roman; font-size: 10pt"><div style="display: inline; font-family: times new roman; font-size: 10pt"><div style="display: inline; font-family: times new roman; font-size: 10pt"><div style="display: inline; font-family: times new roman; font-size: 10pt"><div style=" font: italic 10pt Times New Roman, Times, Serif; margin: 0pt 0; text-align: justify">Earnings per Share</div><div style=" font: 10pt Times New Roman, Times, Serif; margin: 0pt 0"> </div><div style=" font: 10pt Times New Roman, Times, Serif; margin: 0pt 0; text-align: justify; text-indent: 9.35pt">Basic earnings per share are computed by dividing net income attributable to common stockholders by the average number of common shares outstanding during the period. Diluted earnings per share are computed by dividing net income attributable to common stockholders by the average number of common shares outstanding during the period plus dilutive common stock equivalents. The calculation of diluted earnings per share takes into consideration the potentially dilutive effect of common stock equivalents, such as outstanding stock options and non-vested restricted stock, which if exercised or converted into common stock would then share in the earnings of the Company. In computing diluted earnings per share, the Company utilizes the treasury stock method and anti-dilutive securities are excluded.</div></div></div></div></div></div></div>3500000352000P3Y182DP3Y292D191000191000<div style="display: inline; font-family: times new roman; font-size: 10pt"><table cellpadding="0" cellspacing="0" style="border-collapse: collapse; font: 10pt Times New Roman, Times, Serif;; width: 700px;"> <tr style="vertical-align: bottom"> <td style="text-align: center; padding-bottom: 1pt"> </td> <td style="padding-bottom: 1pt"> </td> <td colspan="7" style="text-align: center; border-bottom: Black 1pt solid">July 31, 2016</td> <td style="padding-bottom: 1pt"> </td> <td colspan="7" style="text-align: center; border-bottom: Black 1pt solid">April 30, 2016</td> </tr> <tr style="vertical-align: bottom"> <td style="font-style: italic; text-align: justify; border-bottom: Black 1pt solid">(In thousands)</td> <td style="padding-bottom: 1pt; text-align: center"> </td> <td colspan="3" style="border-bottom: Black 1pt solid; text-align: center">Carrying <br /> Value</td> <td style="padding-bottom: 1pt; text-align: center; border-bottom: Black 1pt solid"> </td> <td colspan="3" style="border-bottom: Black 1pt solid; text-align: center">Fair <br /> Value</td> <td style="padding-bottom: 1pt; text-align: center"> </td> <td colspan="3" style="border-bottom: Black 1pt solid; text-align: center">Carrying <br /> Value</td> <td style="padding-bottom: 1pt; text-align: center; border-bottom: Black 1pt solid"> </td> <td colspan="3" style="border-bottom: Black 1pt solid; text-align: center">Fair <br /> Value</td> </tr> <tr style="vertical-align: bottom; background-color: White"> <td style="text-align: justify"> </td> <td> </td> <td style="text-align: left"> </td> <td style="text-align: right"> </td> <td style="text-align: left"> </td> <td> </td> <td style="text-align: left"> </td> <td style="text-align: right"> </td> <td style="text-align: left"> </td> <td> </td> <td style="text-align: left"> </td> <td style="text-align: right"> </td> <td style="text-align: left"> </td> <td> </td> <td style="text-align: left"> </td> <td style="text-align: right"> </td> <td style="text-align: left"> </td> </tr> <tr style="vertical-align: bottom; background-color: rgb(204,238,255)"> <td style="width: 48%; text-align: justify">Cash</td> <td style="width: 1%"> </td> <td style="width: 1%; text-align: left">$</td> <td style="width: 10%; text-align: right">371</td> <td style="width: 1%; text-align: left"> </td> <td style="width: 1%"> </td> <td style="width: 1%; text-align: left">$</td> <td style="width: 10%; text-align: right">371</td> <td style="width: 1%; text-align: left"> </td> <td style="width: 1%"> </td> <td style="width: 1%; text-align: left">$</td> <td style="width: 10%; text-align: right">602</td> <td style="width: 1%; text-align: left"> </td> <td style="width: 1%"> </td> <td style="width: 1%; text-align: left">$</td> <td style="width: 10%; text-align: right">602</td> <td style="width: 1%; text-align: left"> </td> </tr> <tr style="vertical-align: bottom; background-color: White"> <td style="text-align: justify">Finance receivables, net</td> <td> </td> <td style="text-align: left"> </td> <td style="text-align: right">352,548</td> <td style="text-align: left"> </td> <td> </td> <td style="text-align: left"> </td> <td style="text-align: right">283,251</td> <td style="text-align: left"> </td> <td> </td> <td style="text-align: left"> </td> <td style="text-align: right">334,793</td> <td style="text-align: left"> </td> <td> </td> <td style="text-align: left"> </td> <td style="text-align: right">268,926</td> <td style="text-align: left"> </td> </tr> <tr style="vertical-align: bottom; background-color: rgb(204,238,255)"> <td style="text-align: justify">Accounts payable</td> <td> </td> <td style="text-align: left"> </td> <td style="text-align: right">14,468</td> <td style="text-align: left"> </td> <td> </td> <td style="text-align: left"> </td> <td style="text-align: right">14,468</td> <td style="text-align: left"> </td> <td> </td> <td style="text-align: left"> </td> <td style="text-align: right">12,313</td> <td style="text-align: left"> </td> <td> </td> <td style="text-align: left"> </td> <td style="text-align: right">12,313</td> <td style="text-align: left"> </td> </tr> <tr style="vertical-align: bottom; background-color: White"> <td style="text-align: left">Revolving credit facilities and notes payable</td> <td> </td> <td style="text-align: left"> </td> <td style="text-align: right">117,534</td> <td style="text-align: left"> </td> <td> </td> <td style="text-align: left"> </td> <td style="text-align: right">117,534</td> <td style="text-align: left"> </td> <td> </td> <td style="text-align: left"> </td> <td style="text-align: right">107,902</td> <td style="text-align: left"> </td> <td> </td> <td style="text-align: left"> </td> <td style="text-align: right">107,902</td> <td style="text-align: left"> </td> </tr> </table></div><div style="display: inline; font-family: times new roman; font-size: 10pt"><div style=" font: 10pt Times New Roman, Times, Serif; margin: 0pt 0; text-align: justify"><div style="display: inline; font-weight: bold;">G – Fair Value Measurements</div></div> <div style=" font: 10pt Times New Roman, Times, Serif; margin: 0pt 0; text-align: justify"><div style="display: inline; font-weight: bold;"> </div></div> <div style=" font: 10pt Times New Roman, Times, Serif; margin: 0pt 0; text-align: justify; text-indent: 9.35pt">The table below summarizes information about the fair value of financial instruments included in the Company’s financial statements at July 31, 2016 and April 30, 2016:</div> <div style=" font: 10pt Times New Roman, Times, Serif; margin: 0pt 0; text-align: justify; text-indent: 9.35pt"> </div> <div style=" font: 10pt Times New Roman, Times, Serif; margin: 0pt 0; text-align: center; text-indent: -4.5pt; color: Red"></div> <div> <table cellpadding="0" cellspacing="0" style="border-collapse: collapse; font: 10pt Times New Roman, Times, Serif; width: 700px;"> <tr style="vertical-align: bottom"> <td style="text-align: center; padding-bottom: 1pt"> </td> <td style="padding-bottom: 1pt"> </td> <td colspan="7" style="text-align: center; border-bottom: Black 1pt solid">July 31, 2016</td> <td style="padding-bottom: 1pt"> </td> <td colspan="7" style="text-align: center; border-bottom: Black 1pt solid">April 30, 2016</td> </tr> <tr style="vertical-align: bottom"> <td style="font-style: italic; text-align: justify; border-bottom: Black 1pt solid">(In thousands)</td> <td style="padding-bottom: 1pt; text-align: center"> </td> <td colspan="3" style="border-bottom: Black 1pt solid; text-align: center">Carrying <br /> Value</td> <td style="padding-bottom: 1pt; text-align: center; border-bottom: Black 1pt solid"> </td> <td colspan="3" style="border-bottom: Black 1pt solid; text-align: center">Fair <br /> Value</td> <td style="padding-bottom: 1pt; text-align: center"> </td> <td colspan="3" style="border-bottom: Black 1pt solid; text-align: center">Carrying <br /> Value</td> <td style="padding-bottom: 1pt; text-align: center; border-bottom: Black 1pt solid"> </td> <td colspan="3" style="border-bottom: Black 1pt solid; text-align: center">Fair <br /> Value</td> </tr> <tr style="vertical-align: bottom; background-color: White"> <td style="text-align: justify"> </td> <td> </td> <td style="text-align: left"> </td> <td style="text-align: right"> </td> <td style="text-align: left"> </td> <td> </td> <td style="text-align: left"> </td> <td style="text-align: right"> </td> <td style="text-align: left"> </td> <td> </td> <td style="text-align: left"> </td> <td style="text-align: right"> </td> <td style="text-align: left"> </td> <td> </td> <td style="text-align: left"> </td> <td style="text-align: right"> </td> <td style="text-align: left"> </td> </tr> <tr style="vertical-align: bottom; background-color: rgb(204,238,255)"> <td style="width: 48%; text-align: justify">Cash</td> <td style="width: 1%"> </td> <td style="width: 1%; text-align: left">$</td> <td style="width: 10%; text-align: right">371</td> <td style="width: 1%; text-align: left"> </td> <td style="width: 1%"> </td> <td style="width: 1%; text-align: left">$</td> <td style="width: 10%; text-align: right">371</td> <td style="width: 1%; text-align: left"> </td> <td style="width: 1%"> </td> <td style="width: 1%; text-align: left">$</td> <td style="width: 10%; text-align: right">602</td> <td style="width: 1%; text-align: left"> </td> <td style="width: 1%"> </td> <td style="width: 1%; text-align: left">$</td> <td style="width: 10%; text-align: right">602</td> <td style="width: 1%; text-align: left"> </td> </tr> <tr style="vertical-align: bottom; background-color: White"> <td style="text-align: justify">Finance receivables, net</td> <td> </td> <td style="text-align: left"> </td> <td style="text-align: right">352,548</td> <td style="text-align: left"> </td> <td> </td> <td style="text-align: left"> </td> <td style="text-align: right">283,251</td> <td style="text-align: left"> </td> <td> </td> <td style="text-align: left"> </td> <td style="text-align: right">334,793</td> <td style="text-align: left"> </td> <td> </td> <td style="text-align: left"> </td> <td style="text-align: right">268,926</td> <td style="text-align: left"> </td> </tr> <tr style="vertical-align: bottom; background-color: rgb(204,238,255)"> <td style="text-align: justify">Accounts payable</td> <td> </td> <td style="text-align: left"> </td> <td style="text-align: right">14,468</td> <td style="text-align: left"> </td> <td> </td> <td style="text-align: left"> </td> <td style="text-align: right">14,468</td> <td style="text-align: left"> </td> <td> </td> <td style="text-align: left"> </td> <td style="text-align: right">12,313</td> <td style="text-align: left"> </td> <td> </td> <td style="text-align: left"> </td> <td style="text-align: right">12,313</td> <td style="text-align: left"> </td> </tr> <tr style="vertical-align: bottom; background-color: White"> <td style="text-align: left">Revolving credit facilities and notes payable</td> <td> </td> <td style="text-align: left"> </td> <td style="text-align: right">117,534</td> <td style="text-align: left"> </td> <td> </td> <td style="text-align: left"> </td> <td style="text-align: right">117,534</td> <td style="text-align: left"> </td> <td> </td> <td style="text-align: left"> </td> <td style="text-align: right">107,902</td> <td style="text-align: left"> </td> <td> </td> <td style="text-align: left"> </td> <td style="text-align: right">107,902</td> <td style="text-align: left"> </td> </tr> </table> </div> <div style=" font: 10pt Times New Roman, Times, Serif; margin: 0pt 0; text-align: justify; text-indent: 9.35pt"> </div> <div style=" font: 10pt Times New Roman, Times, Serif; margin: 0pt 0; text-align: justify; text-indent: 9.35pt">Because no market exists for certain of the Company’s financial instruments, fair value estimates are based on judgments and estimates regarding yield expectations of investors, credit risk and other risk characteristics, including interest rate and prepayment risk. These estimates are subjective in nature and involve uncertainties and matters of judgment and therefore cannot be determined with precision. Changes in assumptions could significantly affect these estimates. The methodology and assumptions utilized to estimate the fair value of the Company’s financial instruments are as follows:</div> <div style=" font: 10pt Times New Roman, Times, Serif; margin: 0pt 0; text-align: justify; text-indent: 9.35pt"> </div> <table cellspacing="0" cellpadding="0" style="; font: 10pt Times New Roman, Times, Serif; border-collapse: collapse; width: 700px;"> <tr style="vertical-align: top"> <td style="width: 20%; text-indent: 0in; text-decoration: underline; text-align: center"> <div style="display: inline; font-family: Times New Roman, Times, Serif; font-size: 10pt"><div style="display: inline; text-decoration: underline;">Financial Instrument</div></div></td> <td style="width: 1%"> </td> <td style="width: 79%; text-indent: 0in; text-decoration: underline; text-align: center"><div style="display: inline; font-family: Times New Roman, Times, Serif; font-size: 10pt"><div style="display: inline; text-decoration: underline;">Valuation Methodology</div></div></td> </tr> <tr style="vertical-align: top"> <td style="text-indent: 0in"> </td> <td> </td> <td style="text-indent: 0in"> </td> </tr> <tr style="vertical-align: top"> <td style="text-indent: 0in"><div style="display: inline; font-family: Times New Roman, Times, Serif; font-size: 10pt">Cash</div></td> <td> </td> <td style="text-indent: 0in; text-align: justify"><div style="display: inline; font-family: Times New Roman, Times, Serif; font-size: 10pt">The carrying amount is considered to be a reasonable estimate of fair value due to the short-term nature of the financial instrument.</div></td> </tr> <tr style="vertical-align: top"> <td style="text-indent: 0in"> </td> <td> </td> <td style="text-indent: 0in"> </td> </tr> <tr style="vertical-align: top"> <td style="text-indent: 0in"><div style="display: inline; font-family: Times New Roman, Times, Serif; font-size: 10pt">Finance receivables, net</div></td> <td> </td> <td style="text-indent: 0in; text-align: justify"><div style="display: inline; font-family: Times New Roman, Times, Serif; font-size: 10pt">The Company estimates the fair value of its receivables at what a third party purchaser might be willing to pay. The Company has had discussions with third parties and has bought and sold portfolios, and had a third party appraisal in November 2012 that indicated a range of 35% to 40% discount to face would be a reasonable fair value in a negotiated third party transaction. The sale of finance receivables from Car-Mart of Arkansas to Colonial is made at a 38.5% discount. For financial reporting purposes these sale transactions are eliminated. Since the Company does not intend to offer the receivables for sale to an outside third party, the expectation is that the net book value at July 31, 2016, will ultimately be collected. By collecting the accounts internally the Company expects to realize more than a third party purchaser would expect to collect with a servicing requirement and a profit margin included.</div></td> </tr> <tr style="vertical-align: top"> <td style="text-indent: 0in"> </td> <td> </td> <td style="text-indent: 0in; text-align: justify"> </td> </tr> <tr style="vertical-align: top"> <td style="text-indent: 0in"><div style="display: inline; font-family: Times New Roman, Times, Serif; font-size: 10pt">Accounts payable</div></td> <td> </td> <td style="text-indent: 0in; text-align: justify"><div style="display: inline; font-family: Times New Roman, Times, Serif; font-size: 10pt">The carrying amount is considered to be a reasonable estimate of fair value due to the short-term nature of the financial instrument.</div></td> </tr> <tr style="vertical-align: top"> <td style="text-indent: 0in"> </td> <td> </td> <td style="text-indent: 0in"> </td> </tr> <tr style="vertical-align: top"> <td> <div style=" font: 10pt Times New Roman, Times, Serif; margin: 0pt 0; text-indent: 0in">Revolving credit facilities and notes payable</div></td> <td> </td> <td style="text-indent: 0in; text-align: justify"><div style="display: inline; font-family: Times New Roman, Times, Serif; font-size: 10pt">The fair value approximates carrying value due to the variable interest rates charged on the revolving credit facilities, which reprice frequently.</div></td> </tr> </table></div>0.350.4856900011743000<div style="display: inline; font-family: times new roman; font-size: 10pt"><div style="display: inline; font-family: times new roman; font-size: 10pt"><div style="display: inline; font-family: times new roman; font-size: 10pt"><div style="display: inline; font-family: times new roman; font-size: 10pt"><div style="display: inline; font-family: times new roman; font-size: 10pt"><div style="display: inline; font-family: times new roman; font-size: 10pt"><div style=" font: italic 10pt Times New Roman, Times, Serif; margin: 0pt 0; text-align: justify">Finance Receivables, Repossessions and Charge-offs and Allowance for Credit Losses</div><div style=" font: 10pt Times New Roman, Times, Serif; margin: 0pt 0; text-align: justify"><div style="display: inline; background-color: transparent"><div style="display: inline; font-style: italic;"> </div></div></div><div style=" font: 10pt Times New Roman, Times, Serif; margin: 0pt 0; text-align: justify; text-indent: 9.35pt">The Company originates installment sale contracts from the sale of used vehicles at its dealerships. These installment sale contracts typically carry an interest rate of 15% using the simple effective interest method including any deferred fees. In May 2016, the Company increased its retail installment sales contract interest rate from 15.0% to 16.5% in response to continued high levels of credit losses. Contract origination costs are not significant.<div style="display: inline; font-style: italic;"> </div> The installment sale contracts are not pre-computed contracts whereby borrowers are obligated to pay back principal plus the full amount of interest that will accrue over the entire term of the contract. Finance receivables are collateralized by vehicles sold and consist of contractually scheduled payments from installment contracts net of unearned finance charges and an allowance for credit losses. Unearned finance charges represent the balance of interest receivable to be earned over the entire term of the related installment contract, less the earned amount ($2.2 million at July 31, 2016 and $1.7 million April 30, 2016 on the Condensed Consolidated Balance Sheets), and as such, have been reflected as a reduction to the gross contract amount in arriving at the principal balance in finance receivables<div style="display: inline; font-style: italic;">.</div> An account is considered delinquent when the customer is one day or more behind on their contractual payments. While the Company does not formally place contracts on nonaccrual status, the immaterial amount of interest that may accrue after an account becomes delinquent up until the point of resolution via repossession or write-off, is reserved for against the accrued interest on the Condensed Consolidated Balance Sheets. Delinquent contracts are addressed and either made current by the customer, which is the case in most situations, or the vehicle is repossessed or written off if the collateral cannot be recovered quickly. Customer payments are set to match their payday with approximately 73% of payments due on either a weekly or bi-weekly basis. The frequency of the payment due dates combined with the declining value of collateral lead to prompt resolutions on problem accounts. <div style="display: inline; font-style: italic;"> </div>At July 31, 2016, 4.4% of the Company’s finance receivable balances were 30 days or more past due compared to 3.8% at July 31, 2015.</div><div style=" font: 10pt Times New Roman, Times, Serif; margin: 0pt 0; text-align: justify; text-indent: 9.35pt"> </div><div style=" font: 10pt Times New Roman, Times, Serif; margin: 0pt 0; text-align: justify; text-indent: 9pt">Substantially all of the Company’s automobile contracts involve contracts made to individuals with impaired or limited credit histories or higher debt-to-income ratios than permitted by traditional lenders. Contracts made with buyers who are restricted in their ability to obtain financing from traditional lenders generally entail a higher risk of delinquency, default and repossession, and higher losses than contracts made with buyers with better credit.</div><div style=" font: 10pt Times New Roman, Times, Serif; margin: 0pt 0; text-align: justify; text-indent: 9pt"> </div><div style=" font: 10pt Times New Roman, Times, Serif; margin: 0pt 0; text-align: justify; text-indent: 9pt">The Company strives to keep its delinquency percentages low, and not to repossess vehicles. Accounts two days late are sent a notice in the mail. Accounts three days late are contacted by telephone. Notes from each telephone contact are electronically maintained in the Company’s computer system. The Company attempts to resolve payment delinquencies amicably prior to repossessing a vehicle. If a customer becomes severely delinquent in his or her payments, and management determines that timely collection of future payments is not probable, the Company will take steps to repossess the vehicle. Periodically, the Company enters into contract modifications with its customers to extend or modify the payment terms. The Company only enters into a contract modification or extension if it believes such action will increase the amount of monies the Company will ultimately realize on the customer’s account and will increase the likelihood of the customer being able to pay off the vehicle contract. At the time of modification, the Company expects to collect amounts due including accrued interest at the contractual interest rate for the period of delay. No other concessions beyond the extension of additional time are granted to customers at the time of modifications. Modifications are minor and are made for payday changes, minor vehicle repairs and other reasons. For those vehicles that are repossessed, the majority are returned or surrendered by the customer on a voluntary basis. Other repossessions are performed by Company personnel or third party repossession agents. Depending on the condition of a repossessed vehicle, it is either resold on a retail basis through a Company dealership, or sold for cash on a wholesale basis primarily through physical or online auctions.</div><div style=" font: 10pt Times New Roman, Times, Serif; margin: 0pt 0; text-align: justify; text-indent: 9pt"> </div><div style="page-break-before: always; margin-top: 6pt; margin-bottom: 12pt"> </div><div style=" font: 10pt Times New Roman, Times, Serif; margin: 0pt 0; text-align: justify; text-indent: 9pt">The Company takes steps to repossess a vehicle when the customer becomes delinquent in his or her payments and management determines that timely collection of future payments is not probable. Accounts are charged-off after the expiration of a statutory notice period for repossessed accounts, or when management determines that the timely collection of future payments is not probable for accounts where the Company has been unable to repossess the vehicle. For accounts with respect to which the vehicle was repossessed, the fair value of the repossessed vehicle is charged as a reduction of the gross finance receivables balance charged-off. For the quarter ended July 31, 2016, on average, accounts were approximately 60 days past due at the time of charge-off. For previously charged-off accounts that are subsequently recovered, the amount of such recovery is credited to the allowance for credit losses.</div><div style=" font: 10pt Times New Roman, Times, Serif; margin: 0pt 0; text-align: justify; text-indent: 9pt"> </div><div style=" font: 10pt Times New Roman, Times, Serif; margin: 0pt 0; text-align: justify; text-indent: 9.35pt">The Company maintains an allowance for credit losses on an aggregate basis at a level it considers sufficient to cover estimated losses inherent in the portfolio at the balance sheet date in the collection of its finance receivables currently outstanding. At July 31, 2016, the weighted average total contract term was 31.7 months with 23.3 months remaining. The reserve amount in the allowance for credit losses at July 31, 2016, $108.0 million, was 25% of the principal balance in finance receivables of $460.6 million, less unearned payment protection plan revenue of $18.1 million and unearned service contract revenue of $10.4 million.</div><div style=" font: 10pt Times New Roman, Times, Serif; margin: 0pt 0; text-align: justify; text-indent: 9.35pt"><div style="display: inline; background-color: transparent"> </div></div><div style=" font: 10pt Times New Roman, Times, Serif; margin: 0pt 0; text-align: justify; text-indent: 9pt">The estimated reserve amount is the Company’s anticipated future net charge-offs for losses incurred through the balance sheet date. The allowance takes into account historical credit loss experience (both timing and severity of losses), with consideration given to recent credit loss trends and changes in contract characteristics (i.e., average amount financed, months outstanding at loss date, term and age of portfolio), delinquency levels, collateral values, economic conditions and underwriting and collection practices. The allowance for credit losses is reviewed at least quarterly by management with any changes reflected in current operations. The calculation of the allowance for credit losses uses the following primary factors:</div><div style=" font: 10pt Times New Roman, Times, Serif; margin: 0pt 0"> </div><table cellspacing="0" cellpadding="0" style="font: 10pt Times New Roman, Times, Serif; width: 700px;"> <tr style="vertical-align: top"> <td style="width: 72px; font-size: 10pt; layout-grid-mode: line; text-align: right">• </td> <td style="font-size: 10pt; layout-grid-mode: line"><div style="display: inline; font-family: Times New Roman, Times, Serif; font-size: 10pt">The number of units repossessed or charged-off as a percentage of total units financed over specific historical periods of time from one year to five years. </div></td> </tr> </table><div style=" font: 10pt Times New Roman, Times, Serif; margin: 0pt 0"> </div><table cellspacing="0" cellpadding="0" style="font: 10pt Times New Roman, Times, Serif; width: 700px;"> <tr style="vertical-align: top"> <td style="width: 72px; font-size: 10pt; layout-grid-mode: line; text-align: right">• </td> <td style="font-size: 10pt; layout-grid-mode: line; text-align: justify"><div style="display: inline; font-family: Times New Roman, Times, Serif; font-size: 10pt">The average net repossession and charge-off loss per unit during the last eighteen months segregated by the number of months since the contract origination date and adjusted for the expected future average net charge-off loss per unit. About 50% of the charge-offs that will ultimately occur in the portfolio are expected to occur within 10-11 months following the balance sheet date. The average age of an account at charge-off date for the eighteen-month period ended July 31, 2016 was 11.8 months. </div></td> </tr> </table><div style=" font: 10pt Times New Roman, Times, Serif; margin: 0pt 0; text-align: center; text-indent: 0.5in"> </div><table cellspacing="0" cellpadding="0" style="font: 10pt Times New Roman, Times, Serif; width: 700px;"> <tr style="vertical-align: top"> <td style="width: 72px; font-size: 10pt; layout-grid-mode: line; text-align: right">• </td> <td style="font-size: 10pt; layout-grid-mode: line; text-align: justify"><div style="display: inline; font-family: Times New Roman, Times, Serif; font-size: 10pt">The timing of repossession and charge-off losses relative to the date of sale (i.e., how long it takes for a repossession or charge-off to occur) for repossessions and charge-offs occurring during the last eighteen months. </div></td> </tr> </table><div style=" font: 10pt Times New Roman, Times, Serif; margin: 0pt 0"><div style="display: inline; background-color: transparent"> </div></div><div style=" font: 10pt Times New Roman, Times, Serif; margin: 0pt 0; text-align: justify; text-indent: 9.35pt">A point estimate is produced by this analysis which is then supplemented by any positive or negative subjective factors to arrive at an overall reserve amount that management considers to be a reasonable estimate of losses inherent in the portfolio at the balance sheet date that will be realized via actual charge-offs in the future. Although it is at least reasonably possible that events or circumstances could occur in the future that are not presently foreseen which could cause actual credit losses to be materially different from the recorded allowance for credit losses, the Company believes that it has given appropriate consideration to all relevant factors and has made reasonable assumptions in determining the allowance for credit losses. While challenging economic conditions can negatively impact credit losses, the effectiveness of the execution of internal policies and procedures within the collections area and the competitive environment on the funding side have historically had a more significant effect on collection results than macro-economic issues.</div><div style=" font: 10pt Times New Roman, Times, Serif; margin: 0pt 0; text-align: justify; text-indent: 9.35pt"> </div><div style=" font: 10pt Times New Roman, Times, Serif; margin: 0pt 0; text-align: justify; text-indent: 9.35pt">In most states, the Company offers retail customers who finance their vehicle the option of purchasing a payment protection plan product as an add-on to the installment sale contract. This product contractually obligates the Company to cancel the remaining principal outstanding for any contract where the retail customer has totaled the vehicle, as defined by the contract, or the vehicle has been stolen. The Company periodically evaluates anticipated losses to ensure that if anticipated losses exceed deferred payment protection plan revenues, an additional liability is recorded for such difference. No such liability was required at July 31, 2016 or 2015.</div></div></div></div></div></div></div>1080220001024850009322400095582000<div style="display: inline; font-family: times new roman; font-size: 10pt"><table cellpadding="0" cellspacing="0" style="border-collapse: collapse; font: 10pt Times New Roman, Times, Serif;; width: 700px;"> <tr style="vertical-align: bottom"> <td> </td> <td> </td> <td colspan="7" style="text-align: center">Three Months Ended<br /> July 31,</td> </tr> <tr style="vertical-align: bottom"> <td> </td> <td style="padding-bottom: 1pt"> </td> <td colspan="3" style="text-align: center; border-bottom: Black 1pt solid">2016</td> <td style="padding-bottom: 1pt"> </td> <td colspan="3" style="text-align: center; border-bottom: Black 1pt solid">2015</td> </tr> <tr style="vertical-align: bottom"> <td> </td> <td> </td> <td colspan="3"> </td> <td> </td> <td colspan="3"> </td> </tr> <tr style="vertical-align: bottom; background-color: rgb(204,238,255)"> <td style="width: 70%; text-align: left">Principal collected as a percent of average finance receivables</td> <td style="width: 1%"> </td> <td style="width: 1%; text-align: left"> </td> <td style="width: 12%; text-align: right">13.0</td> <td style="width: 1%; text-align: left">%</td> <td style="width: 1%"> </td> <td style="width: 1%; text-align: left"> </td> <td style="width: 12%; text-align: right">14.0</td> <td style="width: 1%; text-align: left">%</td> </tr> <tr style="vertical-align: bottom; background-color: White"> <td style="text-align: left">Average down-payment percentage</td> <td> </td> <td style="text-align: left"> </td> <td style="text-align: right">6.0</td> <td style="text-align: left">%</td> <td> </td> <td style="text-align: left"> </td> <td style="text-align: right">6.6</td> <td style="text-align: left">%</td> </tr> <tr style="vertical-align: bottom; background-color: rgb(204,238,255)"> <td style="font-weight: normal; text-align: left">Average originating contract term <div style="display: inline; font-family: Times New Roman, Times, Serif; font-size: 10pt; font-weight: normal"><div style="display: inline; font-style: italic;">(in months</div><div style="display: inline; font-style: normal">)</div></div></td> <td> </td> <td style="text-align: left"> </td> <td style="text-align: right">29.3</td> <td style="text-align: left"> </td> <td> </td> <td style="text-align: left"> </td> <td style="text-align: right">28.2</td> <td style="text-align: left"> </td> </tr> </table></div>381685000378631000355263000<div style="display: inline; font-family: times new roman; font-size: 10pt"><div style=" font: bold 10pt Times New Roman, Times, Serif; margin: 0pt 0">C – Finance Receivables, Net</div> <div style=" font: 10pt Times New Roman, Times, Serif; margin: 0pt 0"><div style="display: inline; background-color: transparent"> </div></div> <div style=" font: 10pt Times New Roman, Times, Serif; margin: 0pt 0; text-align: justify; text-indent: 9.35pt">The Company originates installment sale contracts from the sale of used vehicles at its dealerships. These installment sale contracts carry an interest rate of 15% or 16.5% per annum (based on the Company’s contract interest rate as of the contract origination date), are collateralized by the vehicle sold and typically provide for payments over periods ranging from 18 to 42 months. The weighted average interest rate for the portfolio was approximately 15.16% at July 31, 2016. The Company’s finance receivables are defined as one segment and one class of loans in sub-prime consumer automobile contracts. The level of risks inherent in the Company’s financing receivables is managed as one homogeneous pool.</div> <div style=" font: 10pt Times New Roman, Times, Serif; margin: 0pt 0; text-align: justify; text-indent: 9.35pt"> </div> <div style=" font: 10pt Times New Roman, Times, Serif; margin: 0pt 0; text-align: justify; text-indent: 9.35pt">The components of finance receivables are as follows:</div> <div style=" font: 10pt Times New Roman, Times, Serif; margin: 0pt 0; text-align: justify; text-indent: 9.35pt"> </div> <div> <table cellpadding="0" cellspacing="0" style="border-collapse: collapse; font: 10pt Times New Roman, Times, Serif; width: 700px;"> <tr style="vertical-align: bottom"> <td style="font-style: italic; border-bottom: Black 1pt solid">(In thousands)</td> <td style="padding-bottom: 1pt; border-bottom: Black 1pt solid"> </td> <td colspan="3" style="text-align: center; border-bottom: Black 1pt solid">July 31, 2016</td> <td style="padding-bottom: 1pt; border-bottom: Black 1pt solid"> </td> <td colspan="3" style="text-align: center; border-bottom: Black 1pt solid">April 30, 2016</td> </tr> <tr style="vertical-align: bottom; background-color: rgb(204,238,255)"> <td> </td> <td> </td> <td style="text-align: left"> </td> <td style="text-align: right"> </td> <td style="text-align: left"> </td> <td> </td> <td style="text-align: left"> </td> <td style="text-align: right"> </td> <td style="text-align: left"> </td> </tr> <tr style="vertical-align: bottom; background-color: White"> <td style="width: 70%; text-align: left">Gross contract amount</td> <td style="width: 1%"> </td> <td style="width: 1%; text-align: left">$</td> <td style="width: 12%; text-align: right">532,620</td> <td style="width: 1%; text-align: left"> </td> <td style="width: 1%"> </td> <td style="width: 1%; text-align: left">$</td> <td style="width: 12%; text-align: right">504,149</td> <td style="width: 1%; text-align: left"> </td> </tr> <tr style="vertical-align: bottom; background-color: rgb(204,238,255)"> <td style="text-align: left; padding-bottom: 1pt">Less unearned finance charges</td> <td style="padding-bottom: 1pt"> </td> <td style="border-bottom: Black 1pt solid; text-align: left"> </td> <td style="border-bottom: Black 1pt solid; text-align: right">(72,050</td> <td style="border-bottom: Black 1pt solid; text-align: left">)</td> <td style="padding-bottom: 1pt"> </td> <td style="border-bottom: Black 1pt solid; text-align: left"> </td> <td style="border-bottom: Black 1pt solid; text-align: right">(66,871</td> <td style="border-bottom: Black 1pt solid; text-align: left">)</td> </tr> <tr style="vertical-align: bottom; background-color: White"> <td style="text-align: left; padding-left: 20pt">Principal balance</td> <td> </td> <td style="text-align: left"> </td> <td style="text-align: right">460,570</td> <td style="text-align: left"> </td> <td> </td> <td style="text-align: left"> </td> <td style="text-align: right">437,278</td> <td style="text-align: left"> </td> </tr> <tr style="vertical-align: bottom; background-color: rgb(204,238,255)"> <td style="text-align: left; padding-bottom: 1pt">Less allowance for credit losses</td> <td style="padding-bottom: 1pt"> </td> <td style="border-bottom: Black 1pt solid; text-align: left"> </td> <td style="border-bottom: Black 1pt solid; text-align: right">(108,022</td> <td style="border-bottom: Black 1pt solid; text-align: left">)</td> <td style="padding-bottom: 1pt"> </td> <td style="border-bottom: Black 1pt solid; text-align: left"> </td> <td style="border-bottom: Black 1pt solid; text-align: right">(102,485</td> <td style="border-bottom: Black 1pt solid; text-align: left">)</td> </tr> <tr style="vertical-align: bottom; background-color: White"> <td> </td> <td> </td> <td style="text-align: left"> </td> <td style="text-align: right"> </td> <td style="text-align: left"> </td> <td> </td> <td style="text-align: left"> </td> <td style="text-align: right"> </td> <td style="text-align: left"> </td> </tr> <tr style="vertical-align: bottom; background-color: rgb(204,238,255)"> <td style="text-align: left; padding-bottom: 2.25pt">Finance receivables, net</td> <td style="padding-bottom: 2.25pt"> </td> <td style="border-bottom: Black 2.25pt double; text-align: left">$</td> <td style="border-bottom: Black 2.25pt double; text-align: right">352,548</td> <td style="border-bottom: Black 2.25pt double; text-align: left"> </td> <td style="padding-bottom: 2.25pt"> </td> <td style="border-bottom: Black 2.25pt double; text-align: left">$</td> <td style="border-bottom: Black 2.25pt double; text-align: right">334,793</td> <td style="border-bottom: Black 2.25pt double; text-align: left"> </td> </tr> </table> </div> <div style=" font: 10pt Times New Roman, Times, Serif; margin: 0pt 0; text-align: justify; text-indent: 9pt"> </div> <div style=" font: 10pt Times New Roman, Times, Serif; margin: 0pt 0; text-align: justify; text-indent: 9pt"><div style="display: inline; font-family: Times New Roman, Times, Serif; font-size: 10pt">Changes in the finance receivables, net are as follows:</div></div> <div style=" font: 10pt Times New Roman, Times, Serif; margin: 0pt 0; text-align: justify; text-indent: 9pt"><div style="display: inline; font: 10pt Times New Roman, Times, Serif"> </div></div> <div> <table cellpadding="0" cellspacing="0" style="border-collapse: collapse; font: 10pt Times New Roman, Times, Serif; width: 700px;"> <tr style="vertical-align: bottom"> <td> </td> <td> </td> <td colspan="7" style="text-align: center">Three Months Ended<br /> July 31,</td> </tr> <tr style="vertical-align: bottom"> <td style="font-style: italic; border-bottom: Black 1pt solid">(In thousands)</td> <td style="padding-bottom: 1pt; border-bottom: Black 1pt solid"> </td> <td colspan="3" style="text-align: center; border-bottom: Black 1pt solid">2016</td> <td style="padding-bottom: 1pt; border-bottom: Black 1pt solid"> </td> <td colspan="3" style="text-align: center; border-bottom: Black 1pt solid">2015</td> </tr> <tr style="vertical-align: bottom"> <td> </td> <td> </td> <td colspan="3"> </td> <td> </td> <td colspan="3" style="text-align: justify"> </td> </tr> <tr style="vertical-align: bottom; background-color: rgb(204,238,255)"> <td style="width: 70%">Balance at beginning of period</td> <td style="width: 1%"> </td> <td style="width: 1%; text-align: left">$</td> <td style="width: 12%; text-align: right">334,793</td> <td style="width: 1%; text-align: left"> </td> <td style="width: 1%"> </td> <td style="width: 1%; text-align: left">$</td> <td style="width: 12%; text-align: right">324,144</td> <td style="width: 1%; text-align: left"> </td> </tr> <tr style="vertical-align: bottom; background-color: White"> <td style="text-align: left">Finance receivable originations</td> <td> </td> <td style="text-align: left"> </td> <td style="text-align: right">120,848</td> <td style="text-align: left"> </td> <td> </td> <td style="text-align: left"> </td> <td style="text-align: right">117,341</td> <td style="text-align: left"> </td> </tr> <tr style="vertical-align: bottom; background-color: rgb(204,238,255)"> <td style="text-align: left">Finance receivable collections</td> <td> </td> <td style="text-align: left"> </td> <td style="text-align: right">(58,036</td> <td style="text-align: left">)</td> <td> </td> <td style="text-align: left"> </td> <td style="text-align: right">(58,943</td> <td style="text-align: left">)</td> </tr> <tr style="vertical-align: bottom; background-color: White"> <td style="text-align: left">Provision for credit losses</td> <td> </td> <td style="text-align: left"> </td> <td style="text-align: right">(33,381</td> <td style="text-align: left">)</td> <td> </td> <td style="text-align: left"> </td> <td style="text-align: right">(35,345</td> <td style="text-align: left">)</td> </tr> <tr style="vertical-align: bottom; background-color: rgb(204,238,255)"> <td style="text-align: left">Losses on claims for payment protection plan</td> <td> </td> <td style="text-align: left"> </td> <td style="text-align: right">(3,107</td> <td style="text-align: left">)</td> <td> </td> <td style="text-align: left"> </td> <td style="text-align: right">(3,155</td> <td style="text-align: left">)</td> </tr> <tr style="vertical-align: bottom; background-color: White"> <td style="text-align: left; padding-bottom: 1pt">Inventory acquired in repossession and payment protection plan claims</td> <td style="padding-bottom: 1pt"> </td> <td style="border-bottom: Black 1pt solid; text-align: left"> </td> <td style="border-bottom: Black 1pt solid; text-align: right">(8,569</td> <td style="border-bottom: Black 1pt solid; text-align: left">)</td> <td style="padding-bottom: 1pt"> </td> <td style="border-bottom: Black 1pt solid; text-align: left"> </td> <td style="border-bottom: Black 1pt solid; text-align: right">(11,743</td> <td style="border-bottom: Black 1pt solid; text-align: left">)</td> </tr> <tr style="vertical-align: bottom; background-color: rgb(204,238,255)"> <td style="text-align: left"> </td> <td> </td> <td style="text-align: left"> </td> <td style="text-align: right"> </td> <td style="text-align: left"> </td> <td> </td> <td style="text-align: left"> </td> <td style="text-align: right"> </td> <td style="text-align: left"> </td> </tr> <tr style="vertical-align: bottom; background-color: White"> <td style="text-align: left; padding-bottom: 2.25pt; padding-left: 20pt">Balance at end of period</td> <td style="padding-bottom: 2.25pt"> </td> <td style="border-bottom: Black 2.25pt double; text-align: left">$</td> <td style="border-bottom: Black 2.25pt double; text-align: right">352,548</td> <td style="border-bottom: Black 2.25pt double; text-align: left"> </td> <td style="padding-bottom: 2.25pt"> </td> <td style="border-bottom: Black 2.25pt double; text-align: left">$</td> <td style="border-bottom: Black 2.25pt double; text-align: right">332,299</td> <td style="border-bottom: Black 2.25pt double; text-align: left"> </td> </tr> </table> </div> <div style=" font: 10pt Times New Roman, Times, Serif; margin: 0pt 0; text-align: center; text-indent: 9.35pt; color: Red"> </div> <div style=" font: 10pt Times New Roman, Times, Serif; margin: 0pt 0; text-align: justify; text-indent: 9pt">Changes in the finance receivables allowance for credit losses are as follows:</div> <div style=" font: 10pt Times New Roman, Times, Serif; margin: 0pt 0; text-align: center; text-indent: 9.35pt; color: Red"><div style="display: inline; font-weight: bold;"> </div></div> <div> <table cellpadding="0" cellspacing="0" style="border-collapse: collapse; font: 10pt Times New Roman, Times, Serif; width: 700px;"> <tr style="vertical-align: bottom"> <td style="text-align: left"> </td> <td> </td> <td colspan="7" style="text-align: center">Three Months Ended<br /> July 31,</td> </tr> <tr style="vertical-align: bottom"> <td style="font-style: italic; border-bottom: Black 1pt solid">(In thousands)</td> <td style="padding-bottom: 1pt; border-bottom: Black 1pt solid"> </td> <td colspan="3" style="text-align: center; border-bottom: Black 1pt solid">2016</td> <td style="padding-bottom: 1pt; border-bottom: Black 1pt solid"> </td> <td colspan="3" style="text-align: center; border-bottom: Black 1pt solid">2015</td> </tr> <tr style="vertical-align: bottom"> <td colspan="5"> </td> <td> </td> <td colspan="3" style="text-align: justify"> </td> </tr> <tr style="vertical-align: bottom; background-color: rgb(204,238,255)"> <td style="width: 70%">Balance at beginning of period</td> <td style="width: 1%"> </td> <td style="width: 1%; text-align: left">$</td> <td style="width: 12%; text-align: right">102,485</td> <td style="width: 1%; text-align: left"> </td> <td style="width: 1%"> </td> <td style="width: 1%; text-align: left">$</td> <td style="width: 12%; text-align: right">93,224</td> <td style="width: 1%; text-align: left"> </td> </tr> <tr style="vertical-align: bottom; background-color: White"> <td style="text-align: left">Provision for credit losses</td> <td> </td> <td style="text-align: left"> </td> <td style="text-align: right">33,381</td> <td style="text-align: left"> </td> <td> </td> <td style="text-align: left"> </td> <td style="text-align: right">35,345</td> <td style="text-align: left"> </td> </tr> <tr style="vertical-align: bottom; background-color: rgb(204,238,255)"> <td style="text-align: left; padding-bottom: 1pt">Charge-offs, net of recovered collateral</td> <td style="padding-bottom: 1pt"> </td> <td style="border-bottom: Black 1pt solid; text-align: left"> </td> <td style="border-bottom: Black 1pt solid; text-align: right">(27,844</td> <td style="border-bottom: Black 1pt solid; text-align: left">)</td> <td style="padding-bottom: 1pt"> </td> <td style="border-bottom: Black 1pt solid; text-align: left"> </td> <td style="border-bottom: Black 1pt solid; text-align: right">(32,987</td> <td style="border-bottom: Black 1pt solid; text-align: left">)</td> </tr> <tr style="vertical-align: bottom; background-color: White"> <td style="text-align: left"> </td> <td> </td> <td style="text-align: left"> </td> <td style="text-align: right"> </td> <td style="text-align: left"> </td> <td> </td> <td style="text-align: left"> </td> <td style="text-align: right"> </td> <td style="text-align: left"> </td> </tr> <tr style="vertical-align: bottom; background-color: rgb(204,238,255)"> <td style="text-align: left; padding-bottom: 2.25pt; padding-left: 20pt">Balance at end of period</td> <td style="padding-bottom: 2.25pt"> </td> <td style="border-bottom: Black 2.25pt double; text-align: left">$</td> <td style="border-bottom: Black 2.25pt double; text-align: right">108,022</td> <td style="border-bottom: Black 2.25pt double; text-align: left"> </td> <td style="padding-bottom: 2.25pt"> </td> <td style="border-bottom: Black 2.25pt double; text-align: left">$</td> <td style="border-bottom: Black 2.25pt double; text-align: right">95,582</td> <td style="border-bottom: Black 2.25pt double; text-align: left"> </td> </tr> </table> </div> <div style=" font: 10pt Times New Roman, Times, Serif; margin: 0pt 0; text-align: center; text-indent: 9.35pt; color: Red"> </div> <div style=" font: 10pt Times New Roman, Times, Serif; margin: 0pt 0; text-align: justify; text-indent: 9.35pt">The factors which influenced management’s judgment in determining the amount of the additions to the allowance charged to provision for credit losses are described below.</div> <div style=" font: 10pt Times New Roman, Times, Serif; margin: 0pt 0; text-align: justify; text-indent: 0.5in"> </div> <div style=" font: 10pt Times New Roman, Times, Serif; margin: 0pt 0; text-align: justify; text-indent: 9.35pt">The level of actual charge-offs, net of recovered collateral, is the most important factor in determining the charges to the provision for credit losses. This is due to the fact that once a contract becomes delinquent the account is either made current by the customer, the vehicle is repossessed or the account is written off if the collateral cannot be recovered. Net charge-offs as a percentage of average finance receivables decreased to 6.2% for the three months ended July 31, 2016 compared to 7.8% for the same period in the prior year. This improvement in net charge-offs for the first fiscal quarter is primarily due to a decrease in the frequency of losses as a result of the low delinquencies greater than 30 days at April 30, 2016 of 3.0%, significantly lower than at April 30, 2015 at 5.8%.</div> <div style=" font: 10pt Times New Roman, Times, Serif; margin: 0pt 0; text-align: justify; text-indent: 9.35pt"><div style="display: inline; background-color: transparent"> </div></div> <div style=" font: 10pt Times New Roman, Times, Serif; margin: 0pt 0; text-align: justify; text-indent: 9.35pt">Collections and delinquency levels can have a significant effect on additions to the allowance and are reviewed frequently. Collections as a percentage of average finance receivables were 13.0% for the three months ended July 31, 2016 compared to 14.0% for the prior year period. The decrease in collections as a percentage of average finance receivables resulted primarily from the longer average term coupled with slightly higher delinquencies. Delinquencies greater than 30 days were 4.4% for July 31, 2016 and 3.8% at July 31, 2015.</div> <!-- Field: Page; Sequence: 11; Value: 2 --> <div style="page-break-before: always; margin-top: 6pt; margin-bottom: 12pt"> </div> <!-- Field: /Page --> <div style=" font: 10pt Times New Roman, Times, Serif; margin: 0pt 0; text-align: justify; text-indent: 9.35pt">Macro-economic factors, and more importantly, proper execution of operational policies and procedures have a significant effect on additions to the allowance charged to the provision. Higher unemployment levels, higher gasoline prices and higher prices for staple items can potentially have a significant effect. The Company continues to focus on operational improvements within the collections area such as credit reporting for customers and further implementation and integration of GPS technology on vehicles sold.</div> <div style=" font: 10pt Times New Roman, Times, Serif; margin: 0pt 0; text-align: justify"><div style="display: inline; background-color: transparent"> </div></div> <div style=" font: 10pt Times New Roman, Times, Serif; margin: 0pt 0; text-align: justify; text-indent: 9.35pt">Credit quality information for finance receivables is as follows:</div> <div style=" font: 10pt Times New Roman, Times, Serif; margin: 0pt 0; text-align: justify; text-indent: 9.35pt"> </div> <div> <table cellpadding="0" cellspacing="0" style="border-collapse: collapse; font: 10pt Times New Roman, Times, Serif; width: 700px;"> <tr style="vertical-align: bottom"> <td style="font-style: italic; border-bottom: Black 1pt solid">(Dollars in thousands)</td> <td style="padding-bottom: 1pt; border-bottom: Black 1pt solid"> </td> <td colspan="7" style="text-align: center; border-bottom: Black 1pt solid">July 31, 2016</td> <td style="padding-bottom: 1pt; border-bottom: Black 1pt solid"> </td> <td colspan="7" style="text-align: center; border-bottom: Black 1pt solid">April 30, 2016</td> <td style="padding-bottom: 1pt; border-bottom: Black 1pt solid"> </td> <td colspan="7" style="text-align: center; border-bottom: Black 1pt solid">July 31, 2015</td> </tr> <tr style="vertical-align: bottom"> <td> </td> <td> </td> <td colspan="3"> </td> <td> </td> <td colspan="3"> </td> <td> </td> <td colspan="3"> </td> <td> </td> <td colspan="3" style="text-align: center"> </td> <td> </td> <td colspan="3"> </td> <td> </td> <td colspan="3"> </td> </tr> <tr style="vertical-align: bottom"> <td> </td> <td style="padding-bottom: 1pt"> </td> <td colspan="3" style="text-align: center; border-bottom: Black 1pt solid">Principal<br /> Balance</td> <td style="padding-bottom: 1pt"> </td> <td colspan="3" style="text-align: center; border-bottom: Black 1pt solid">Percent of<br /> Portfolio</td> <td style="padding-bottom: 1pt"> </td> <td colspan="3" style="text-align: center; border-bottom: Black 1pt solid">Principal<br /> Balance</td> <td style="padding-bottom: 1pt"> </td> <td colspan="3" style="text-align: center; border-bottom: Black 1pt solid">Percent of<br /> Portfolio</td> <td style="padding-bottom: 1pt"> </td> <td colspan="3" style="text-align: center; border-bottom: Black 1pt solid">Principal<br /> Balance</td> <td style="padding-bottom: 1pt"> </td> <td colspan="3" style="text-align: center; border-bottom: Black 1pt solid">Percent of<br /> Portfolio</td> </tr> <tr style="vertical-align: bottom; background-color: rgb(204,238,255)"> <td style="width: 34%">Current</td> <td style="width: 1%"> </td> <td style="width: 1%; text-align: left">$</td> <td style="width: 8%; text-align: right">381,685</td> <td style="width: 1%; text-align: left"> </td> <td style="width: 1%"> </td> <td style="width: 1%; text-align: left"> </td> <td style="width: 8%; text-align: right">82.88</td> <td style="width: 1%; text-align: left">%</td> <td style="width: 1%"> </td> <td style="width: 1%; text-align: left">$</td> <td style="width: 8%; text-align: right">378,631</td> <td style="width: 1%; text-align: left"> </td> <td style="width: 1%"> </td> <td style="width: 1%; text-align: left"> </td> <td style="width: 8%; text-align: right">86.59</td> <td style="width: 1%; text-align: left">%</td> <td style="width: 1%"> </td> <td style="width: 1%; text-align: left">$</td> <td style="width: 8%; text-align: right">355,263</td> <td style="width: 1%; text-align: left"> </td> <td style="width: 1%"> </td> <td style="width: 1%; text-align: left"> </td> <td style="width: 8%; text-align: right">83.03</td> <td style="width: 1%; text-align: left">%</td> </tr> <tr style="vertical-align: bottom; background-color: White"> <td style="text-align: left"> 3 - 29 days past due</td> <td> </td> <td style="text-align: left"> </td> <td style="text-align: right">58,740</td> <td style="text-align: left"> </td> <td> </td> <td style="text-align: left"> </td> <td style="text-align: right">12.75</td> <td style="text-align: left">%</td> <td> </td> <td style="text-align: left"> </td> <td style="text-align: right">45,631</td> <td style="text-align: left"> </td> <td> </td> <td style="text-align: left"> </td> <td style="text-align: right">10.43</td> <td style="text-align: left">%</td> <td> </td> <td style="text-align: left"> </td> <td style="text-align: right">56,247</td> <td style="text-align: left"> </td> <td> </td> <td style="text-align: left"> </td> <td style="text-align: right">13.15</td> <td style="text-align: left">%</td> </tr> <tr style="vertical-align: bottom; background-color: rgb(204,238,255)"> <td style="text-align: left">30 - 60 days past due</td> <td> </td> <td style="text-align: left"> </td> <td style="text-align: right">14,749</td> <td style="text-align: left"> </td> <td> </td> <td style="text-align: left"> </td> <td style="text-align: right">3.20</td> <td style="text-align: left">%</td> <td> </td> <td style="text-align: left"> </td> <td style="text-align: right">8,429</td> <td style="text-align: left"> </td> <td> </td> <td style="text-align: left"> </td> <td style="text-align: right">1.93</td> <td style="text-align: left">%</td> <td> </td> <td style="text-align: left"> </td> <td style="text-align: right">12,030</td> <td style="text-align: left"> </td> <td> </td> <td style="text-align: left"> </td> <td style="text-align: right">2.81</td> <td style="text-align: left">%</td> </tr> <tr style="vertical-align: bottom; background-color: White"> <td style="text-align: left">61 - 90 days past due</td> <td> </td> <td style="text-align: left"> </td> <td style="text-align: right">3,728</td> <td style="text-align: left"> </td> <td> </td> <td style="text-align: left"> </td> <td style="text-align: right">0.81</td> <td style="text-align: left">%</td> <td> </td> <td style="text-align: left"> </td> <td style="text-align: right">3,498</td> <td style="text-align: left"> </td> <td> </td> <td style="text-align: left"> </td> <td style="text-align: right">0.80</td> <td style="text-align: left">%</td> <td> </td> <td style="text-align: left"> </td> <td style="text-align: right">2,955</td> <td style="text-align: left"> </td> <td> </td> <td style="text-align: left"> </td> <td style="text-align: right">0.69</td> <td style="text-align: left">%</td> </tr> <tr style="vertical-align: bottom; background-color: rgb(204,238,255)"> <td style="text-align: left; padding-bottom: 1pt"> > 90 days past due</td> <td style="padding-bottom: 1pt"> </td> <td style="border-bottom: Black 1pt solid; text-align: left"> </td> <td style="border-bottom: Black 1pt solid; text-align: right">1,668</td> <td style="border-bottom: Black 1pt solid; text-align: left"> </td> <td style="padding-bottom: 1pt"> </td> <td style="border-bottom: Black 1pt solid; text-align: left"> </td> <td style="border-bottom: Black 1pt solid; text-align: right">0.36</td> <td style="border-bottom: Black 1pt solid; text-align: left">%</td> <td style="padding-bottom: 1pt"> </td> <td style="border-bottom: Black 1pt solid; text-align: left"> </td> <td style="border-bottom: Black 1pt solid; text-align: right">1,089</td> <td style="border-bottom: Black 1pt solid; text-align: left"> </td> <td style="padding-bottom: 1pt"> </td> <td style="border-bottom: Black 1pt solid; text-align: left"> </td> <td style="border-bottom: Black 1pt solid; text-align: right">0.25</td> <td style="border-bottom: Black 1pt solid; text-align: left">%</td> <td style="padding-bottom: 1pt"> </td> <td style="border-bottom: Black 1pt solid; text-align: left"> </td> <td style="border-bottom: Black 1pt solid; text-align: right">1,386</td> <td style="border-bottom: Black 1pt solid; text-align: left"> </td> <td style="padding-bottom: 1pt"> </td> <td style="border-bottom: Black 1pt solid; text-align: left"> </td> <td style="border-bottom: Black 1pt solid; text-align: right">0.32</td> <td style="border-bottom: Black 1pt solid; text-align: left">%</td> </tr> <tr style="vertical-align: bottom; background-color: White"> <td style="padding-bottom: 2.25pt; padding-left: 30pt">Total</td> <td style="padding-bottom: 2.25pt"> </td> <td style="border-bottom: Black 2.25pt double; text-align: left">$</td> <td style="border-bottom: Black 2.25pt double; text-align: right">460,570</td> <td style="border-bottom: Black 2.25pt double; text-align: left"> </td> <td style="padding-bottom: 2.25pt"> </td> <td style="border-bottom: Black 2.25pt double; text-align: left"> </td> <td style="border-bottom: Black 2.25pt double; text-align: right">100.00</td> <td style="border-bottom: Black 2.25pt double; text-align: left">%</td> <td style="padding-bottom: 2.25pt"> </td> <td style="border-bottom: Black 2.25pt double; text-align: left">$</td> <td style="border-bottom: Black 2.25pt double; text-align: right">437,278</td> <td style="border-bottom: Black 2.25pt double; text-align: left"> </td> <td style="padding-bottom: 2.25pt"> </td> <td style="border-bottom: Black 2.25pt double; text-align: left"> </td> <td style="border-bottom: Black 2.25pt double; text-align: right">100.00</td> <td style="border-bottom: Black 2.25pt double; text-align: left">%</td> <td style="padding-bottom: 2.25pt"> </td> <td style="border-bottom: Black 2.25pt double; text-align: left">$</td> <td style="border-bottom: Black 2.25pt double; text-align: right">427,881</td> <td style="border-bottom: Black 2.25pt double; text-align: left"> </td> <td style="padding-bottom: 2.25pt"> </td> <td style="border-bottom: Black 2.25pt double; text-align: left"> </td> <td style="border-bottom: Black 2.25pt double; text-align: right">100.00</td> <td style="border-bottom: Black 2.25pt double; text-align: left">%</td> </tr> </table> </div> <div style=" font: 10pt Times New Roman, Times, Serif; margin: 0pt 0; text-align: justify; text-indent: 9.35pt"><div style="display: inline; font: 10pt Times New Roman, Times, Serif"> </div></div> <div style=" font: 10pt Times New Roman, Times, Serif; margin: 0pt 0; text-align: justify; text-indent: 9.35pt"><div style="display: inline; font: 10pt Times New Roman, Times, Serif">Accounts one and two days past due are considered current for this analysis, due to the varying payment dates and variation in the day of the week at each period end. Delinquencies may vary from period to period based on the average age of the portfolio, seasonality within the calendar year, the day of the week and overall economic factors. The above categories are consistent with internal operational measures used by the Company to monitor credit results. The Company believes that improvement in the past due percentages is driven in part by the proper execution of best collections efforts at all dealerships.</div></div> <div style=" font: 10pt Times New Roman, Times, Serif; margin: 0pt 0; text-align: justify; text-indent: 9.35pt"><div style="display: inline; background-color: transparent"> </div></div> <div style=" font: 10pt Times New Roman, Times, Serif; margin: 0pt 0; text-align: justify; text-indent: 9.35pt">Substantially all of the Company’s automobile contracts involve contracts made to individuals with impaired or limited credit histories, or higher debt-to-income ratios than permitted by traditional lenders. Contracts made with buyers who are restricted in their ability to obtain financing from traditional lenders generally entail a higher risk of delinquency, default, repossession, and losses than contracts made with buyers with better credit. The Company monitors contract term length, down payment percentages, and collections as credit quality indicators.</div> <div style=" font: 10pt Times New Roman, Times, Serif; margin: 0pt 0; text-align: center; color: Red"> </div> <div> <table cellpadding="0" cellspacing="0" style="border-collapse: collapse; font: 10pt Times New Roman, Times, Serif; width: 700px;"> <tr style="vertical-align: bottom"> <td> </td> <td> </td> <td colspan="7" style="text-align: center">Three Months Ended<br /> July 31,</td> </tr> <tr style="vertical-align: bottom"> <td> </td> <td style="padding-bottom: 1pt"> </td> <td colspan="3" style="text-align: center; border-bottom: Black 1pt solid">2016</td> <td style="padding-bottom: 1pt"> </td> <td colspan="3" style="text-align: center; border-bottom: Black 1pt solid">2015</td> </tr> <tr style="vertical-align: bottom"> <td> </td> <td> </td> <td colspan="3"> </td> <td> </td> <td colspan="3"> </td> </tr> <tr style="vertical-align: bottom; background-color: rgb(204,238,255)"> <td style="width: 70%; text-align: left">Principal collected as a percent of average finance receivables</td> <td style="width: 1%"> </td> <td style="width: 1%; text-align: left"> </td> <td style="width: 12%; text-align: right">13.0</td> <td style="width: 1%; text-align: left">%</td> <td style="width: 1%"> </td> <td style="width: 1%; text-align: left"> </td> <td style="width: 12%; text-align: right">14.0</td> <td style="width: 1%; text-align: left">%</td> </tr> <tr style="vertical-align: bottom; background-color: White"> <td style="text-align: left">Average down-payment percentage</td> <td> </td> <td style="text-align: left"> </td> <td style="text-align: right">6.0</td> <td style="text-align: left">%</td> <td> </td> <td style="text-align: left"> </td> <td style="text-align: right">6.6</td> <td style="text-align: left">%</td> </tr> <tr style="vertical-align: bottom; background-color: rgb(204,238,255)"> <td style="font-weight: normal; text-align: left">Average originating contract term <div style="display: inline; font-family: Times New Roman, Times, Serif; font-size: 10pt; font-weight: normal"><div style="display: inline; font-style: italic;">(in months</div><div style="display: inline; font-style: normal">)</div></div></td> <td> </td> <td style="text-align: left"> </td> <td style="text-align: right">29.3</td> <td style="text-align: left"> </td> <td> </td> <td style="text-align: left"> </td> <td style="text-align: right">28.2</td> <td style="text-align: left"> </td> </tr> </table> </div> <div style=" margin: 0"> </div> <div> <table cellpadding="0" cellspacing="0" style="border-collapse: collapse; font: 10pt Times New Roman, Times, Serif; width: 700px;"> <tr style="vertical-align: bottom"> <td style="text-align: center"> </td> <td style="padding-bottom: 1pt"> </td> <td colspan="3" style="text-align: center; border-bottom: Black 1pt solid">July 31, 2016</td> <td style="padding-bottom: 1pt"> </td> <td colspan="3" style="text-align: center; border-bottom: Black 1pt solid">July 31, 2015</td> </tr> <tr style="vertical-align: bottom; background-color: rgb(204,238,255)"> <td style="width: 70%; font-weight: normal; text-align: left">Portfolio weighted average contract term, including modifications <div style="display: inline; font-family: Times New Roman, Times, Serif; font-size: 10pt; font-weight: normal"><div style="display: inline; font-style: italic;">(in months</div><div style="display: inline; font-style: normal">)</div></div></td> <td style="width: 1%"> </td> <td style="width: 1%; text-align: left"> </td> <td style="width: 12%; text-align: right">31.7</td> <td style="width: 1%; text-align: left"> </td> <td style="width: 1%"> </td> <td style="width: 1%; text-align: left"> </td> <td style="width: 12%; text-align: right">30.4</td> <td style="width: 1%; text-align: left"> </td> </tr> </table> </div> <div style=" font: 10pt Times New Roman, Times, Serif; margin: 0pt 0; text-align: center; color: Red"> </div> <div style=" font: 10pt Times New Roman, Times, Serif; margin: 0pt 0; text-align: justify; text-indent: 9pt">The decrease in collections as a percentage of average finance receivables was primarily due to the longer overall contract term, coupled with slightly higher delinquencies. The increases in contract term are primarily related to efforts to keep payments affordable, for competitive reasons and to continue to work more with our customers when they experience financial difficulties. In order to remain competitive, term lengths may continue to increase.</div></div>-400000-400000355000355000<div style="display: inline; font-family: times new roman; font-size: 10pt"><div style="display: inline; font-family: times new roman; font-size: 10pt"><div style="display: inline; font-family: times new roman; font-size: 10pt"><div style="display: inline; font-family: times new roman; font-size: 10pt"><div style="display: inline; font-family: times new roman; font-size: 10pt"><div style="display: inline; font-family: times new roman; font-size: 10pt"><div style=" font: 10pt Times New Roman, Times, Serif; margin: 0pt 0"><div style="display: inline; font-style: italic;">Goodwill </div></div><div style=" font: 10pt Times New Roman, Times, Serif; margin: 0pt 0; text-align: justify"><div style="display: inline; font-style: italic;"> </div></div><div style=" font: 10pt Times New Roman, Times, Serif; margin: 0pt 0; text-align: justify; text-indent: 9.35pt">Goodwill reflects the excess of purchase price over the fair value of specifically identified net assets purchased. Goodwill and intangible assets deemed to have indefinite lives are not amortized but are subject to annual impairment tests at the Company’s year-end. The impairment tests are based on the comparison of the fair value of the reporting unit to the carrying value of such unit. If the fair value of the reporting unit falls below its carrying value, the Company performs the second step of the two-step goodwill impairment process to determine the amount, if any, that the goodwill is impaired. The second step involves determining the fair value of the identifiable assets and liabilities and the implied goodwill. The implied goodwill is compared to the carrying value of the goodwill to determine the impairment, if any. There was no impairment of goodwill during fiscal 2016, and to date, there has been no impairment during fiscal 2017.</div></div></div></div></div></div></div>001133800073630000042290002747000<div style="display: inline; font-family: times new roman; font-size: 10pt"><div style="display: inline; font-family: times new roman; font-size: 10pt"><div style="display: inline; font-family: times new roman; font-size: 10pt"><div style="display: inline; font-family: times new roman; font-size: 10pt"><div style="display: inline; font-family: times new roman; font-size: 10pt"><div style="display: inline; font-family: times new roman; font-size: 10pt"><div style=" font: italic 10pt Times New Roman, Times, Serif; margin: 0pt 0; text-align: justify">Income Taxes</div><div style=" font: 10pt Times New Roman, Times, Serif; margin: 0pt 0; text-align: justify"> </div><div style=" font: 10pt Times New Roman, Times, Serif; margin: 0pt 0; text-align: justify; text-indent: 9.35pt">Income taxes are accounted for under the liability method. Under this method, deferred income tax assets and liabilities are determined based on differences between financial reporting and tax bases of assets and liabilities, and are measured using the enacted tax rates expected to apply in the years in which these differences are expected to be recovered or settled. The quarterly provision for income taxes is determined using an estimated annual effective tax rate, which is based on expected annual taxable income, statutory tax rates and the Company’s best estimate of nontaxable and nondeductible items of income and expense.</div><div style=" font: 10pt Times New Roman, Times, Serif; margin: 0pt 0; text-align: justify; text-indent: 9.35pt"> </div><div style=" font: 10pt Times New Roman, Times, Serif; margin: 0pt 0; text-align: justify; text-indent: 9.35pt">Occasionally, the Company is audited by taxing authorities. These audits could result in proposed assessments of additional taxes. The Company believes that its tax positions comply in all material respects with applicable tax law. However, tax law is subject to interpretation, and interpretations by taxing authorities could be different from those of the Company, which could result in the imposition of additional taxes.</div><div style=" font: 10pt Times New Roman, Times, Serif; margin: 0pt 0; text-align: justify; text-indent: 9.35pt"> </div><div style=" font: 10pt Times New Roman, Times, Serif; margin: 0pt 0; text-align: justify; text-indent: 9.35pt">The Company recognizes the financial statement benefit of a tax position only after determining that the relevant tax authority would more likely than not sustain the position following an audit. For tax positions meeting the more-likely-than-not threshold, the amount recognized in the financial statements is the largest benefit that has a greater than 50 percent likelihood of being realized upon ultimate settlement with the relevant tax authority. The Company applies this methodology to all tax positions for which the statute of limitations remains open.</div><div style=" font: 10pt Times New Roman, Times, Serif; margin: 0pt 0; text-align: justify; text-indent: 9.35pt"> </div><div style="page-break-before: always; margin-top: 6pt; margin-bottom: 12pt"> </div><div style=" font: 10pt Times New Roman, Times, Serif; margin: 0pt 0; text-align: justify; text-indent: 9.35pt">The Company is subject to income taxes in the U.S. federal jurisdiction and various state jurisdictions. Tax regulations within each jurisdiction are subject to the interpretation of the related tax laws and regulations and require significant judgment to apply. With few exceptions, the Company is no longer subject to U.S. federal, state and local income tax examinations by tax authorities for the years before fiscal 2013.</div><div style=" font: 10pt Times New Roman, Times, Serif; margin: 0pt 0; text-align: justify; text-indent: 9.35pt"><div style="display: inline; background-color: transparent"> </div></div><div style=" font: 10pt Times New Roman, Times, Serif; margin: 0pt 0; text-align: justify; text-indent: 9.35pt">The Company’s policy is to recognize accrued interest related to unrecognized tax benefits in interest expense and penalties in operating expenses. The Company had no accrued penalties or interest as of July 31, 2016 or April 30, 2016.</div></div></div></div></div></div></div>894000451000860003678000189000028340002192000441000-192000812000540000334000514000-4624000-7690000-38000-3050001615600015095000944000760000944000990000215700017160003382400029879000<div style="display: inline; font-family: times new roman; font-size: 10pt"><div style="display: inline; font-family: times new roman; font-size: 10pt"><div style="display: inline; font-family: times new roman; font-size: 10pt"><div style="display: inline; font-family: times new roman; font-size: 10pt"><div style="display: inline; font-family: times new roman; font-size: 10pt"><div style="display: inline; font-family: times new roman; font-size: 10pt"><div style=" font: 10pt Times New Roman, Times, Serif; margin: 0pt 0"><div style="display: inline; font-style: italic;">Inventory</div></div><div style=" font: 10pt Times New Roman, Times, Serif; margin: 0pt 0; text-align: justify"> </div><div style=" font: 10pt Times New Roman, Times, Serif; margin: 0pt 0; text-align: justify; text-indent: 9pt">Inventory consists of used vehicles and is valued at the lower of cost or market on a specific identification basis. Vehicle reconditioning costs are capitalized as a component of inventory. Repossessed vehicles and trade-in vehicles are recorded at fair value, which approximates wholesale value. The cost of used vehicles sold is determined using the specific identification method.</div></div></div></div></div></div></div>46100052600010000001969060001770790004267010004062960001175340001079020001173690001073860002017-10-0812500000014500000014500000017250000017250000011753400011753400010790200010790200035254800028325100033479300026892600049100051600010000010000045870001301000-523000-1398000-42950004200070990004606000<div style="display: inline; font-family: times new roman; font-size: 10pt"><div style="display: inline; font-family: times new roman; font-size: 10pt"><div style="display: inline; font-family: times new roman; font-size: 10pt"><div style="display: inline; font-family: times new roman; font-size: 10pt"><div style="display: inline; font-family: times new roman; font-size: 10pt"><div style="display: inline; font-family: times new roman; font-size: 10pt"><div style=" font: italic 10pt Times New Roman, Times, Serif; margin: 0pt 0; text-align: justify">Recent Accounting Pronouncements</div><div style=" font: 10pt Times New Roman, Times, Serif; margin: 0pt 0; text-align: justify; text-indent: 9.35pt"> </div><div style=" font: 10pt Times New Roman, Times, Serif; margin: 0pt 0; text-align: justify; text-indent: 9.35pt">Occasionally, new accounting pronouncements are issued by the Financial Accounting Standards Board (“FASB”) or other standard setting bodies which the Company will adopt as of the specified effective date. Unless otherwise discussed, the Company believes the impact of recently issued standards which are not yet effective will not have a material impact on its consolidated financial statements upon adoption.</div><div style=" font: 10pt Times New Roman, Times, Serif; margin: 0pt 0; text-align: justify"><div style="display: inline; background-color: transparent"> </div></div><div style=" font: 10pt Times New Roman, Times, Serif; margin: 0pt 0; text-align: justify; text-indent: 9.35pt"><div style="display: inline; font-style: italic;">Revenue Recognition</div>. In May 2014, the FASB issued ASU 2014-09, <div style="display: inline; font-style: italic;">Revenue from Contracts with Customers</div> (Topic 606), which supersedes existing revenue recognition guidance. The new guidance in ASU 2014-09 is based on the principle that revenue is recognized to depict the transfer of goods or services to customers in an amount that reflects the consideration to which the entity expects to be entitled in exchange for those goods or services. ASU 2014-09 also requires additional disclosure about the nature, amount, timing and uncertainty of revenue and cash flows arising from customer contracts, including significant judgments and changes in judgments and assets recognized from costs incurred to obtain or fulfill a contract. In August 2015, the FASB issued ASU 2015-14, <div style="display: inline; font-style: italic;">Revenue from Contracts with Customers (Topic 606): Deferral of the Effective Date</div>, to provide entities with an additional year to implement ASU 2014-09. As a result, the guidance in ASU 2014-09 is effective for annual and interim reporting periods beginning after December 15, 2017, using one of two retrospective application methods. The Company is currently evaluating the potential effects of the adoption of this update on the consolidated financial statements.</div><div style=" font: 10pt Times New Roman, Times, Serif; margin: 0pt 0; text-align: justify; text-indent: 9.35pt"> </div><div style=" font: 10pt Times New Roman, Times, Serif; margin: 0pt 0; text-align: justify; text-indent: 9.35pt"><div style="display: inline; font-style: italic;">Leases</div>. In February 2016, the FASB issued ASU 2016-02, <div style="display: inline; font-style: italic;">Leases</div>. The new guidance requires that lessees recognize all leases, including operating leases, with a term greater than 12 months on-balance sheet and also requires disclosure of key information about leasing transactions. The guidance in ASU 2016-02 is effective for annual and interim reporting periods beginning after December 15, 2018. The Company is currently evaluating the potential effects of the adoption of this guidance on the consolidated financial statements.</div><div style=" font: 10pt Times New Roman, Times, Serif; margin: 0pt 0; text-align: justify; text-indent: 9.35pt"> </div><div style=" font: 10pt Times New Roman, Times, Serif; margin: 0pt 0; text-align: justify; text-indent: 9.35pt"><div style="display: inline; font-family: Times New Roman, Times, Serif"><div style="display: inline; font-style: italic;">Stock Compensation</div>. </div>In March 2016, the FASB issued ASU 2016-09, <div style="display: inline; font-style: italic;">Improvements to Employee Share-Based Payment Accounting</div>, which aims to simplify aspects of accounting for share-based payment transactions, including: presenting the excess tax benefit or deficit from the exercise or vesting of share-based payments in the income statement, a revision to the criteria for classifying an award as equity or liability, an option to recognize gross stock compensation expense with actual forfeitures recognized as they occur, and certain classifications on the statement of cash flows. In addition, the new guidance eliminates the excess tax benefit from the assumed proceeds calculation under the treasury stock method for purposes of calculating diluted shares. ASU 2016-09 is effective for annual and interim reporting periods beginning after December 15, 2016. Certain provisions of ASU 2016-09 are required to be adopted prospectively, notably the requirement to recognize the excess tax benefit or deficit in the income statement, while other provisions require modified retrospective application or in some cases full retrospective application. <div style="display: inline; font-family: Times New Roman, Times, Serif">The Company is currently evaluating the potential effects of the adoption of this guidance on the consolidated financial statements.</div></div><div style=" font: 10pt Times New Roman, Times, Serif; margin: 0pt 0; text-align: justify; text-indent: 9.35pt"> </div><div style=" font: 10pt Times New Roman, Times, Serif; margin: 0pt 0; text-align: justify; text-indent: 9.35pt"><div style="display: inline; font-style: italic;">Credit Losses</div>. In June 2016, the FASB issued ASU 2016-13, <div style="display: inline; font-style: italic;">Financial Instruments — Credit Losses</div> (Topic 326). ASU 2016-13 requires financial assets such as loans to be presented net of an allowance for credit losses that reduces the cost basis to the amount expected to be collected over the estimated life. Expected credit losses will be measured based on historical experience and current conditions, as well as forecasts of future conditions that affect the collectability of the reported amount. ASU 2016-13 is effective for annual and interim reporting periods beginning after December 15, 2019, using a modified retrospective approach. The Company is currently evaluating the potential effects of the adoption of this guidance on the consolidated financial statements.</div></div></div></div></div></div></div>5326200005041490003525480003347930003241440003322990001143<div style="display: inline; font-family: times new roman; font-size: 10pt"><div style=" font: bold 10pt Times New Roman, Times, Serif; margin: 0pt 0; text-align: justify">A – Organization and Business</div> <div style=" font: 10pt Times New Roman, Times, Serif; margin: 0pt 0; text-align: justify"> </div> <div style=" font: 10pt Times New Roman, Times, Serif; margin: 0pt 0; text-align: justify; text-indent: 9pt">America’s Car-Mart, Inc., a Texas corporation (the “Company”), is one of the largest publicly held automotive retailers in the United States focused exclusively on the “Integrated Auto Sales and Finance” segment of the used car market. References to the Company typically include the Company’s consolidated subsidiaries. The Company’s operations are principally conducted through its two operating subsidiaries, America’s Car Mart, Inc., an Arkansas corporation (“Car-Mart of Arkansas”), and Colonial Auto Finance, Inc., an Arkansas corporation (“Colonial”). The Company primarily sells older model used vehicles and provides financing for substantially all of its customers. Many of the Company’s customers have limited financial resources and would not qualify for conventional financing as a result of limited credit histories or past credit problems. As of July 31, 2016, the Company operated 143 dealerships located primarily in small cities throughout the South-Central United States.</div></div>47720004825000<div style="display: inline; font-family: times new roman; font-size: 10pt"><div style=" font: 10pt Times New Roman, Times, Serif; margin: 0pt 0; text-align: justify"><div style="display: inline; font-weight: bold;">E – Accrued Liabilities</div></div> <div style=" font: 10pt Times New Roman, Times, Serif; margin: 0pt 0; text-align: justify"> </div> <div style=" font: 10pt Times New Roman, Times, Serif; margin: 0pt 0; text-indent: 9pt">A summary of accrued liabilities is as follows:</div> <div style=" font: 10pt Times New Roman, Times, Serif; margin: 0pt 0; text-indent: 9pt"><div style="display: inline; background-color: transparent"> </div></div> <div style=" font: 10pt Times New Roman, Times, Serif; margin: 0pt 0; text-align: center; text-indent: 9pt; color: Red"></div> <div> <table cellpadding="0" cellspacing="0" style="border-collapse: collapse; font: 10pt Times New Roman, Times, Serif; width: 700px;"> <tr style="vertical-align: bottom"> <td style="font-style: italic; border-bottom: Black 1pt solid">(In thousands)</td> <td style="padding-bottom: 1pt; border-bottom: Black 1pt solid"> </td> <td colspan="3" style="text-align: center; border-bottom: Black 1pt solid">July 31, 2016</td> <td style="padding-bottom: 1pt; border-bottom: Black 1pt solid"> </td> <td colspan="3" style="text-align: center; border-bottom: Black 1pt solid">April 30, 2016</td> </tr> <tr style="vertical-align: bottom; background-color: rgb(204,238,255)"> <td style="width: 70%; text-align: left">Employee compensation</td> <td style="width: 1%"> </td> <td style="width: 1%; text-align: left">$</td> <td style="width: 12%; text-align: right">5,527</td> <td style="width: 1%; text-align: left"> </td> <td style="width: 1%"> </td> <td style="width: 1%; text-align: left">$</td> <td style="width: 12%; text-align: right">3,684</td> <td style="width: 1%; text-align: left"> </td> </tr> <tr style="vertical-align: bottom; background-color: White"> <td style="text-align: left">Cash overdrafts (see Note B)</td> <td> </td> <td style="text-align: left"> </td> <td style="text-align: right">2,088</td> <td style="text-align: left"> </td> <td> </td> <td style="text-align: left"> </td> <td style="text-align: right">-</td> <td style="text-align: left"> </td> </tr> <tr style="vertical-align: bottom; background-color: rgb(204,238,255)"> <td style="text-align: left">Deferred sales tax (see Note B)</td> <td> </td> <td style="text-align: left"> </td> <td style="text-align: right">2,869</td> <td style="text-align: left"> </td> <td> </td> <td style="text-align: left"> </td> <td style="text-align: right">2,736</td> <td style="text-align: left"> </td> </tr> <tr style="vertical-align: bottom; background-color: White"> <td style="padding-bottom: 1pt">Other</td> <td style="padding-bottom: 1pt"> </td> <td style="border-bottom: Black 1pt solid; text-align: left"> </td> <td style="border-bottom: Black 1pt solid; text-align: right">4,772</td> <td style="border-bottom: Black 1pt solid; text-align: left"> </td> <td style="padding-bottom: 1pt"> </td> <td style="border-bottom: Black 1pt solid; text-align: left"> </td> <td style="border-bottom: Black 1pt solid; text-align: right">4,825</td> <td style="border-bottom: Black 1pt solid; text-align: left"> </td> </tr> <tr style="vertical-align: bottom; background-color: rgb(204,238,255)"> <td style="padding-bottom: 2.25pt">Total</td> <td style="padding-bottom: 2.25pt"> </td> <td style="border-bottom: Black 2.25pt double; text-align: left">$</td> <td style="border-bottom: Black 2.25pt double; text-align: right">15,256</td> <td style="border-bottom: Black 2.25pt double; text-align: left"> </td> <td style="padding-bottom: 2.25pt"> </td> <td style="border-bottom: Black 2.25pt double; text-align: left">$</td> <td style="border-bottom: Black 2.25pt double; text-align: right">11,245</td> <td style="border-bottom: Black 2.25pt double; text-align: left"> </td> </tr> </table> </div></div><div style="display: inline; font-family: times new roman; font-size: 10pt"><table cellpadding="0" cellspacing="0" style="border-collapse: collapse; font: 10pt Times New Roman, Times, Serif;; width: 700px;"> <tr style="vertical-align: bottom"> <td style="font-style: italic; border-bottom: Black 1pt solid">(Dollars in thousands)</td> <td style="padding-bottom: 1pt; border-bottom: Black 1pt solid"> </td> <td colspan="7" style="text-align: center; border-bottom: Black 1pt solid">July 31, 2016</td> <td style="padding-bottom: 1pt; border-bottom: Black 1pt solid"> </td> <td colspan="7" style="text-align: center; border-bottom: Black 1pt solid">April 30, 2016</td> <td style="padding-bottom: 1pt; border-bottom: Black 1pt solid"> </td> <td colspan="7" style="text-align: center; border-bottom: Black 1pt solid">July 31, 2015</td> </tr> <tr style="vertical-align: bottom"> <td> </td> <td> </td> <td colspan="3"> </td> <td> </td> <td colspan="3"> </td> <td> </td> <td colspan="3"> </td> <td> </td> <td colspan="3" style="text-align: center"> </td> <td> </td> <td colspan="3"> </td> <td> </td> <td colspan="3"> </td> </tr> <tr style="vertical-align: bottom"> <td> </td> <td style="padding-bottom: 1pt"> </td> <td colspan="3" style="text-align: center; border-bottom: Black 1pt solid">Principal<br /> Balance</td> <td style="padding-bottom: 1pt"> </td> <td colspan="3" style="text-align: center; border-bottom: Black 1pt solid">Percent of<br /> Portfolio</td> <td style="padding-bottom: 1pt"> </td> <td colspan="3" style="text-align: center; border-bottom: Black 1pt solid">Principal<br /> Balance</td> <td style="padding-bottom: 1pt"> </td> <td colspan="3" style="text-align: center; border-bottom: Black 1pt solid">Percent of<br /> Portfolio</td> <td style="padding-bottom: 1pt"> </td> <td colspan="3" style="text-align: center; border-bottom: Black 1pt solid">Principal<br /> Balance</td> <td style="padding-bottom: 1pt"> </td> <td colspan="3" style="text-align: center; border-bottom: Black 1pt solid">Percent of<br /> Portfolio</td> </tr> <tr style="vertical-align: bottom; background-color: rgb(204,238,255)"> <td style="width: 34%">Current</td> <td style="width: 1%"> </td> <td style="width: 1%; text-align: left">$</td> <td style="width: 8%; text-align: right">381,685</td> <td style="width: 1%; text-align: left"> </td> <td style="width: 1%"> </td> <td style="width: 1%; text-align: left"> </td> <td style="width: 8%; text-align: right">82.88</td> <td style="width: 1%; text-align: left">%</td> <td style="width: 1%"> </td> <td style="width: 1%; text-align: left">$</td> <td style="width: 8%; text-align: right">378,631</td> <td style="width: 1%; text-align: left"> </td> <td style="width: 1%"> </td> <td style="width: 1%; text-align: left"> </td> <td style="width: 8%; text-align: right">86.59</td> <td style="width: 1%; text-align: left">%</td> <td style="width: 1%"> </td> <td style="width: 1%; text-align: left">$</td> <td style="width: 8%; text-align: right">355,263</td> <td style="width: 1%; text-align: left"> </td> <td style="width: 1%"> </td> <td style="width: 1%; text-align: left"> </td> <td style="width: 8%; text-align: right">83.03</td> <td style="width: 1%; text-align: left">%</td> </tr> <tr style="vertical-align: bottom; background-color: White"> <td style="text-align: left"> 3 - 29 days past due</td> <td> </td> <td style="text-align: left"> </td> <td style="text-align: right">58,740</td> <td style="text-align: left"> </td> <td> </td> <td style="text-align: left"> </td> <td style="text-align: right">12.75</td> <td style="text-align: left">%</td> <td> </td> <td style="text-align: left"> </td> <td style="text-align: right">45,631</td> <td style="text-align: left"> </td> <td> </td> <td style="text-align: left"> </td> <td style="text-align: right">10.43</td> <td style="text-align: left">%</td> <td> </td> <td style="text-align: left"> </td> <td style="text-align: right">56,247</td> <td style="text-align: left"> </td> <td> </td> <td style="text-align: left"> </td> <td style="text-align: right">13.15</td> <td style="text-align: left">%</td> </tr> <tr style="vertical-align: bottom; background-color: rgb(204,238,255)"> <td style="text-align: left">30 - 60 days past due</td> <td> </td> <td style="text-align: left"> </td> <td style="text-align: right">14,749</td> <td style="text-align: left"> </td> <td> </td> <td style="text-align: left"> </td> <td style="text-align: right">3.20</td> <td style="text-align: left">%</td> <td> </td> <td style="text-align: left"> </td> <td style="text-align: right">8,429</td> <td style="text-align: left"> </td> <td> </td> <td style="text-align: left"> </td> <td style="text-align: right">1.93</td> <td style="text-align: left">%</td> <td> </td> <td style="text-align: left"> </td> <td style="text-align: right">12,030</td> <td style="text-align: left"> </td> <td> </td> <td style="text-align: left"> </td> <td style="text-align: right">2.81</td> <td style="text-align: left">%</td> </tr> <tr style="vertical-align: bottom; background-color: White"> <td style="text-align: left">61 - 90 days past due</td> <td> </td> <td style="text-align: left"> </td> <td style="text-align: right">3,728</td> <td style="text-align: left"> </td> <td> </td> <td style="text-align: left"> </td> <td style="text-align: right">0.81</td> <td style="text-align: left">%</td> <td> </td> <td style="text-align: left"> </td> <td style="text-align: right">3,498</td> <td style="text-align: left"> </td> <td> </td> <td style="text-align: left"> </td> <td style="text-align: right">0.80</td> <td style="text-align: left">%</td> <td> </td> <td style="text-align: left"> </td> <td style="text-align: right">2,955</td> <td style="text-align: left"> </td> <td> </td> <td style="text-align: left"> </td> <td style="text-align: right">0.69</td> <td style="text-align: left">%</td> </tr> <tr style="vertical-align: bottom; background-color: rgb(204,238,255)"> <td style="text-align: left; padding-bottom: 1pt"> > 90 days past due</td> <td style="padding-bottom: 1pt"> </td> <td style="border-bottom: Black 1pt solid; text-align: left"> </td> <td style="border-bottom: Black 1pt solid; text-align: right">1,668</td> <td style="border-bottom: Black 1pt solid; text-align: left"> </td> <td style="padding-bottom: 1pt"> </td> <td style="border-bottom: Black 1pt solid; text-align: left"> </td> <td style="border-bottom: Black 1pt solid; text-align: right">0.36</td> <td style="border-bottom: Black 1pt solid; text-align: left">%</td> <td style="padding-bottom: 1pt"> </td> <td style="border-bottom: Black 1pt solid; text-align: left"> </td> <td style="border-bottom: Black 1pt solid; text-align: right">1,089</td> <td style="border-bottom: Black 1pt solid; text-align: left"> </td> <td style="padding-bottom: 1pt"> </td> <td style="border-bottom: Black 1pt solid; text-align: left"> </td> <td style="border-bottom: Black 1pt solid; text-align: right">0.25</td> <td style="border-bottom: Black 1pt solid; text-align: left">%</td> <td style="padding-bottom: 1pt"> </td> <td style="border-bottom: Black 1pt solid; text-align: left"> </td> <td style="border-bottom: Black 1pt solid; text-align: right">1,386</td> <td style="border-bottom: Black 1pt solid; text-align: left"> </td> <td style="padding-bottom: 1pt"> </td> <td style="border-bottom: Black 1pt solid; text-align: left"> </td> <td style="border-bottom: Black 1pt solid; text-align: right">0.32</td> <td style="border-bottom: Black 1pt solid; text-align: left">%</td> </tr> <tr style="vertical-align: bottom; background-color: White"> <td style="padding-bottom: 2.25pt; padding-left: 30pt">Total</td> <td style="padding-bottom: 2.25pt"> </td> <td style="border-bottom: Black 2.25pt double; text-align: left">$</td> <td style="border-bottom: Black 2.25pt double; text-align: right">460,570</td> <td style="border-bottom: Black 2.25pt double; text-align: left"> </td> <td style="padding-bottom: 2.25pt"> </td> <td style="border-bottom: Black 2.25pt double; text-align: left"> </td> <td style="border-bottom: Black 2.25pt double; text-align: right">100.00</td> <td style="border-bottom: Black 2.25pt double; text-align: left">%</td> <td style="padding-bottom: 2.25pt"> </td> <td style="border-bottom: Black 2.25pt double; text-align: left">$</td> <td style="border-bottom: Black 2.25pt double; text-align: right">437,278</td> <td style="border-bottom: Black 2.25pt double; text-align: left"> </td> <td style="padding-bottom: 2.25pt"> </td> <td style="border-bottom: Black 2.25pt double; text-align: left"> </td> <td style="border-bottom: Black 2.25pt double; text-align: right">100.00</td> <td style="border-bottom: Black 2.25pt double; text-align: left">%</td> <td style="padding-bottom: 2.25pt"> </td> <td style="border-bottom: Black 2.25pt double; text-align: left">$</td> <td style="border-bottom: Black 2.25pt double; text-align: right">427,881</td> <td style="border-bottom: Black 2.25pt double; text-align: left"> </td> <td style="padding-bottom: 2.25pt"> </td> <td style="border-bottom: Black 2.25pt double; text-align: left"> </td> <td style="border-bottom: Black 2.25pt double; text-align: right">100.00</td> <td style="border-bottom: Black 2.25pt double; text-align: left">%</td> </tr> </table></div>716500023110001000010000523000139800010000100000.010.0110000001000000000032640003302000<div style="display: inline; font-family: times new roman; font-size: 10pt"><div style="display: inline; font-family: times new roman; font-size: 10pt"><div style="display: inline; font-family: times new roman; font-size: 10pt"><div style="display: inline; font-family: times new roman; font-size: 10pt"><div style="display: inline; font-family: times new roman; font-size: 10pt"><div style="display: inline; font-family: times new roman; font-size: 10pt"><div style=" font: italic 10pt Times New Roman, Times, Serif; margin: 0pt 0; text-align: justify">Reclassifications</div><div style=" font: 10pt Times New Roman, Times, Serif; margin: 0pt 0; text-align: justify; text-indent: 9.35pt"> </div><div style=" font: 10pt Times New Roman, Times, Serif; margin: 0pt 0; text-align: justify; text-indent: 9pt">The Company has made reclassifications to certain amounts in the accompanying Condensed Consolidated Balance Sheet as of April 30, 2016. The reclassifications did not have an impact on net income or earnings per share.</div></div></div></div></div></div></div>5803600058943000350006900077000245000944100008785700020880003920007700024500071090004616000<div style="display: inline; font-family: times new roman; font-size: 10pt"><div style=" font: bold 10pt Times New Roman, Times, Serif; margin: 0pt 0">D – Property and Equipment</div> <div style=" font: 10pt Times New Roman, Times, Serif; margin: 0pt 0; text-align: justify"> </div> <div style=" font: 10pt Times New Roman, Times, Serif; margin: 0pt 0; text-align: justify; text-indent: 9pt">A summary of property and equipment is as follows:</div> <div style=" font: 10pt Times New Roman, Times, Serif; margin: 0pt 0; text-align: justify; text-indent: 9pt"><div style="display: inline; background-color: transparent"> </div></div> <div> <table cellpadding="0" cellspacing="0" style="border-collapse: collapse; font: 10pt Times New Roman, Times, Serif; width: 700px;"> <tr style="vertical-align: bottom"> <td style="font-style: italic; border-bottom: Black 1pt solid">(In thousands)</td> <td style="padding-bottom: 1pt; border-bottom: Black 1pt solid"> </td> <td colspan="3" style="text-align: center; border-bottom: Black 1pt solid">July 31, 2016</td> <td style="padding-bottom: 1pt; border-bottom: Black 1pt solid"> </td> <td colspan="3" style="text-align: center; border-bottom: Black 1pt solid">April 30, 2016</td> </tr> <tr style="vertical-align: bottom; background-color: rgb(204,238,255)"> <td style="width: 70%">Land</td> <td style="width: 1%"> </td> <td style="width: 1%; text-align: left">$</td> <td style="width: 12%; text-align: right">6,711</td> <td style="width: 1%; text-align: left"> </td> <td style="width: 1%"> </td> <td style="width: 1%; text-align: left">$</td> <td style="width: 12%; text-align: right">6,711</td> <td style="width: 1%; text-align: left"> </td> </tr> <tr style="vertical-align: bottom; background-color: White"> <td style="text-align: left">Buildings and improvements</td> <td> </td> <td style="text-align: left"> </td> <td style="text-align: right">11,955</td> <td style="text-align: left"> </td> <td> </td> <td style="text-align: left"> </td> <td style="text-align: right">11,928</td> <td style="text-align: left"> </td> </tr> <tr style="vertical-align: bottom; background-color: rgb(204,238,255)"> <td style="text-align: left">Furniture, fixtures and equipment</td> <td> </td> <td style="text-align: left"> </td> <td style="text-align: right">15,017</td> <td style="text-align: left"> </td> <td> </td> <td style="text-align: left"> </td> <td style="text-align: right">14,941</td> <td style="text-align: left"> </td> </tr> <tr style="vertical-align: bottom; background-color: White"> <td style="text-align: left">Leasehold improvements</td> <td> </td> <td style="text-align: left"> </td> <td style="text-align: right">23,579</td> <td style="text-align: left"> </td> <td> </td> <td style="text-align: left"> </td> <td style="text-align: right">23,308</td> <td style="text-align: left"> </td> </tr> <tr style="vertical-align: bottom; background-color: rgb(204,238,255)"> <td style="text-align: left">Construction in progress</td> <td> </td> <td style="text-align: left"> </td> <td style="text-align: right">430</td> <td style="text-align: left"> </td> <td> </td> <td style="text-align: left"> </td> <td style="text-align: right">250</td> <td style="text-align: left"> </td> </tr> <tr style="vertical-align: bottom; background-color: White"> <td style="text-align: left; padding-bottom: 1pt">Less accumulated depreciation and amortization</td> <td style="padding-bottom: 1pt"> </td> <td style="border-bottom: Black 1pt solid; text-align: left"> </td> <td style="border-bottom: Black 1pt solid; text-align: right">(23,510</td> <td style="border-bottom: Black 1pt solid; text-align: left">)</td> <td style="padding-bottom: 1pt"> </td> <td style="border-bottom: Black 1pt solid; text-align: left"> </td> <td style="border-bottom: Black 1pt solid; text-align: right">(22,383</td> <td style="border-bottom: Black 1pt solid; text-align: left">)</td> </tr> <tr style="vertical-align: bottom; background-color: rgb(204,238,255)"> <td style="padding-bottom: 2.25pt">Total</td> <td style="padding-bottom: 2.25pt"> </td> <td style="border-bottom: Black 2.25pt double; text-align: left">$</td> <td style="border-bottom: Black 2.25pt double; text-align: right">34,182</td> <td style="border-bottom: Black 2.25pt double; text-align: left"> </td> <td style="padding-bottom: 2.25pt"> </td> <td style="border-bottom: Black 2.25pt double; text-align: left">$</td> <td style="border-bottom: Black 2.25pt double; text-align: right">34,755</td> <td style="border-bottom: Black 2.25pt double; text-align: left"> </td> </tr> </table> </div> <!-- Field: Page; Sequence: 12; Value: 2 --></div>671100067110001195500011928000150170001494100023579000233080004300002500003418200034755000<div style="display: inline; font-family: times new roman; font-size: 10pt"><div style="display: inline; font-family: times new roman; font-size: 10pt"><div style="display: inline; font-family: times new roman; font-size: 10pt"><div style="display: inline; font-family: times new roman; font-size: 10pt"><div style="display: inline; font-family: times new roman; font-size: 10pt"><div style="display: inline; font-family: times new roman; font-size: 10pt"><div style=" font: italic 10pt Times New Roman, Times, Serif; margin: 0pt 0; text-align: justify">Property and Equipment</div><div style=" font: 10pt Times New Roman, Times, Serif; margin: 0pt 0; text-align: justify"><div style="display: inline; font-style: italic;"> </div></div><div style=" font: 10pt Times New Roman, Times, Serif; margin: 0pt 0; text-align: justify; text-indent: 9pt">Property and equipment are stated at cost. Expenditures for additions, remodels and improvements are capitalized. Costs of repairs and maintenance are expensed as incurred. Leasehold improvements are amortized over the shorter of the estimated life of the improvement or the lease period. The lease period includes the primary lease term plus any extensions that are reasonably assured. Depreciation is computed principally using the straight-line method, generally over the following estimated useful lives:</div><div style=" font: 10pt Times New Roman, Times, Serif; margin: 0pt 0; text-align: justify; text-indent: 9pt"> </div><div> <table cellspacing="0" cellpadding="0" style="; font: 10pt Times New Roman, Times, Serif; border-collapse: collapse; width: 700px;"> <tr style="vertical-align: top"> <td style="width: 47%; layout-grid-mode: line"><div style="display: inline; font-family: Times New Roman, Times, Serif; font-size: 10pt">Furniture, fixtures and equipment (years)</div></td> <td style="width: 24%; font-weight: bold; text-align: right; layout-grid-mode: line"><div style="display: inline; font-family: Times New Roman, Times, Serif; font-weight: normal">3</div></td> <td style="width: 5%; text-align: center"> to</td> <td style="width: 24%"> 7</td> </tr> <tr style="vertical-align: top"> <td><div style="display: inline; font-family: Times New Roman, Times, Serif">Leasehold improvements</div> (years)</td> <td style="font-weight: bold; text-align: right; layout-grid-mode: line"><div style="display: inline; font-family: Times New Roman, Times, Serif; font-weight: normal">5</div></td> <td style="text-align: center">to</td> <td> <div style="display: inline; font-family: Times New Roman, Times, Serif">15</div></td> </tr> <tr style="vertical-align: top"> <td style="layout-grid-mode: line"><div style="display: inline; font-family: Times New Roman, Times, Serif; font-size: 10pt">Buildings and improvements</div> (years)</td> <td style="font-weight: bold; text-align: right; layout-grid-mode: line"><div style="display: inline; font-family: Times New Roman, Times, Serif; font-weight: normal">18</div></td> <td style="text-align: center">to</td> <td> <div style="display: inline; font-family: Times New Roman, Times, Serif">39</div></td> </tr> </table> </div><div style=" font: 10pt Times New Roman, Times, Serif; margin: 0pt 0; text-align: justify"> </div><div style=" font: 10pt Times New Roman, Times, Serif; margin: 0pt 0; text-align: justify; text-indent: 9.35pt">Property and equipment are reviewed for impairment whenever events or changes in circumstances indicate the carrying amount of an asset may not be recoverable. Recoverability of assets to be held and used is measured by a comparison of the carrying amount of an asset to future undiscounted net cash flows expected to be generated by the asset. If such assets are considered to be impaired, the impairment to be recognized is measured by the amount by which the carrying values of the impaired assets exceed the fair value of such assets. Assets to be disposed of are reported at the lower of the carrying amount or fair value less costs to sell.</div></div></div></div></div></div></div><div style="display: inline; font-family: times new roman; font-size: 10pt"><table cellpadding="0" cellspacing="0" style="border-collapse: collapse; font: 10pt Times New Roman, Times, Serif;; width: 700px;"> <tr style="vertical-align: bottom"> <td style="font-style: italic; border-bottom: Black 1pt solid">(In thousands)</td> <td style="padding-bottom: 1pt; border-bottom: Black 1pt solid"> </td> <td colspan="3" style="text-align: center; border-bottom: Black 1pt solid">July 31, 2016</td> <td style="padding-bottom: 1pt; border-bottom: Black 1pt solid"> </td> <td colspan="3" style="text-align: center; border-bottom: Black 1pt solid">April 30, 2016</td> </tr> <tr style="vertical-align: bottom; background-color: rgb(204,238,255)"> <td style="width: 70%">Land</td> <td style="width: 1%"> </td> <td style="width: 1%; text-align: left">$</td> <td style="width: 12%; text-align: right">6,711</td> <td style="width: 1%; text-align: left"> </td> <td style="width: 1%"> </td> <td style="width: 1%; text-align: left">$</td> <td style="width: 12%; text-align: right">6,711</td> <td style="width: 1%; text-align: left"> </td> </tr> <tr style="vertical-align: bottom; background-color: White"> <td style="text-align: left">Buildings and improvements</td> <td> </td> <td style="text-align: left"> </td> <td style="text-align: right">11,955</td> <td style="text-align: left"> </td> <td> </td> <td style="text-align: left"> </td> <td style="text-align: right">11,928</td> <td style="text-align: left"> </td> </tr> <tr style="vertical-align: bottom; background-color: rgb(204,238,255)"> <td style="text-align: left">Furniture, fixtures and equipment</td> <td> </td> <td style="text-align: left"> </td> <td style="text-align: right">15,017</td> <td style="text-align: left"> </td> <td> </td> <td style="text-align: left"> </td> <td style="text-align: right">14,941</td> <td style="text-align: left"> </td> </tr> <tr style="vertical-align: bottom; background-color: White"> <td style="text-align: left">Leasehold improvements</td> <td> </td> <td style="text-align: left"> </td> <td style="text-align: right">23,579</td> <td style="text-align: left"> </td> <td> </td> <td style="text-align: left"> </td> <td style="text-align: right">23,308</td> <td style="text-align: left"> </td> </tr> <tr style="vertical-align: bottom; background-color: rgb(204,238,255)"> <td style="text-align: left">Construction in progress</td> <td> </td> <td style="text-align: left"> </td> <td style="text-align: right">430</td> <td style="text-align: left"> </td> <td> </td> <td style="text-align: left"> </td> <td style="text-align: right">250</td> <td style="text-align: left"> </td> </tr> <tr style="vertical-align: bottom; background-color: White"> <td style="text-align: left; padding-bottom: 1pt">Less accumulated depreciation and amortization</td> <td style="padding-bottom: 1pt"> </td> <td style="border-bottom: Black 1pt solid; text-align: left"> </td> <td style="border-bottom: Black 1pt solid; text-align: right">(23,510</td> <td style="border-bottom: Black 1pt solid; text-align: left">)</td> <td style="padding-bottom: 1pt"> </td> <td style="border-bottom: Black 1pt solid; text-align: left"> </td> <td style="border-bottom: Black 1pt solid; text-align: right">(22,383</td> <td style="border-bottom: Black 1pt solid; text-align: left">)</td> </tr> <tr style="vertical-align: bottom; background-color: rgb(204,238,255)"> <td style="padding-bottom: 2.25pt">Total</td> <td style="padding-bottom: 2.25pt"> </td> <td style="border-bottom: Black 2.25pt double; text-align: left">$</td> <td style="border-bottom: Black 2.25pt double; text-align: right">34,182</td> <td style="border-bottom: Black 2.25pt double; text-align: left"> </td> <td style="padding-bottom: 2.25pt"> </td> <td style="border-bottom: Black 2.25pt double; text-align: left">$</td> <td style="border-bottom: Black 2.25pt double; text-align: right">34,755</td> <td style="border-bottom: Black 2.25pt double; text-align: left"> </td> </tr> </table></div>P3YP7YP5YP15YP18YP39Y3338100035345000848220008513200026000312453000305354000<div style="display: inline; font-family: times new roman; font-size: 10pt"><div style="display: inline; font-family: times new roman; font-size: 10pt"><div style="display: inline; font-family: times new roman; font-size: 10pt"><div style="display: inline; font-family: times new roman; font-size: 10pt"><div style="display: inline; font-family: times new roman; font-size: 10pt"><div style="display: inline; font-family: times new roman; font-size: 10pt"><div style=" font: italic 10pt Times New Roman, Times, Serif; margin: 0pt 0; text-align: justify">Revenue Recognition</div><div style=" font: 10pt Times New Roman, Times, Serif; margin: 0pt 0; text-align: justify"> </div><div style=" font: 10pt Times New Roman, Times, Serif; margin: 0pt 0; text-align: justify; text-indent: 9pt">Revenues are generated principally from the sale of used vehicles, which in most cases includes a service contract and a payment protection plan product, interest income and late fees earned on finance receivables. Revenues are net of taxes collected from customers and remitted to government agencies. Cost of vehicle sales include costs incurred by the Company to prepare the vehicle for sale including license and title costs, gasoline, transport services and repairs.</div><div style=" font: 10pt Times New Roman, Times, Serif; margin: 0pt 0; text-align: justify; text-indent: 9pt"> </div><div style=" font: 10pt Times New Roman, Times, Serif; margin: 0pt 0; text-align: justify; text-indent: 9pt">Revenues from the sale of used vehicles are recognized when financing, if applicable, has been approved, the sales contract is signed, and the customer has taken possession of the vehicle. Revenues from the sale of vehicles sold at wholesale are recognized at the time the proceeds are received. Revenues from the sale of service contracts are initially deferred and then recognized ratably over the expected duration of the product. Service contract revenues are included in sales and the related expenses are included in cost of sales. Payment protection plan revenues are initially deferred and then recognized to income using the “Rule of 78’s” interest method over the life of the contract so that revenues are recognized in proportion to the amount of cancellation protection provided. Payment protection plan revenues recognized are included in sales and related losses are included in cost of sales as incurred. Interest income is recognized on all active finance receivable accounts using the simple effective interest method. Active accounts include all accounts except those that have been paid-off or charged-off.</div><div style=" font: 10pt Times New Roman, Times, Serif; margin: 0pt 0; text-align: justify; text-indent: 9pt"> </div><div style=" font: 10pt Times New Roman, Times, Serif; margin: 0pt 0; text-indent: 9pt">Sales consist of the following:</div><div style=" margin: 0"> </div><div> <table cellpadding="0" cellspacing="0" style="border-collapse: collapse; font: 10pt Times New Roman, Times, Serif; width: 700px;"> <tr style="vertical-align: bottom"> <td style="text-align: center"> </td> <td style="padding-bottom: 1pt"> </td> <td colspan="7" style="text-align: center">Three Months Ended <br /> July 31,</td> </tr> <tr style="vertical-align: bottom"> <td style="font-style: italic; border-bottom: Black 1pt solid">(In thousands)</td> <td style="padding-bottom: 1pt; border-bottom: Black 1pt solid"> </td> <td colspan="3" style="text-align: center; border-bottom: Black 1pt solid">2016</td> <td style="padding-bottom: 1pt; border-bottom: Black 1pt solid"> </td> <td colspan="3" style="text-align: center; border-bottom: Black 1pt solid">2015</td> </tr> <tr style="vertical-align: bottom; background-color: rgb(204,238,255)"> <td style="width: 70%; text-align: left">Sales – used autos</td> <td style="width: 1%"> </td> <td style="width: 1%; text-align: left">$</td> <td style="width: 12%; text-align: right">112,735</td> <td style="width: 1%; text-align: left"> </td> <td style="width: 1%"> </td> <td style="width: 1%; text-align: left">$</td> <td style="width: 12%; text-align: right">110,647</td> <td style="width: 1%; text-align: left"> </td> </tr> <tr style="vertical-align: bottom; background-color: White"> <td style="text-align: left">Wholesales – third party</td> <td> </td> <td style="text-align: left"> </td> <td style="text-align: right">5,417</td> <td style="text-align: left"> </td> <td> </td> <td style="text-align: left"> </td> <td style="text-align: right">5,619</td> <td style="text-align: left"> </td> </tr> <tr style="vertical-align: bottom; background-color: rgb(204,238,255)"> <td style="text-align: left">Service contract sales</td> <td> </td> <td style="text-align: left"> </td> <td style="text-align: right">6,761</td> <td style="text-align: left"> </td> <td> </td> <td style="text-align: left"> </td> <td style="text-align: right">6,812</td> <td style="text-align: left"> </td> </tr> <tr style="vertical-align: bottom; background-color: White"> <td style="text-align: left; padding-bottom: 1pt">Payment protection plan revenue</td> <td style="padding-bottom: 1pt"> </td> <td style="border-bottom: Black 1pt solid; text-align: left"> </td> <td style="border-bottom: Black 1pt solid; text-align: right">4,771</td> <td style="border-bottom: Black 1pt solid; text-align: left"> </td> <td style="padding-bottom: 1pt"> </td> <td style="border-bottom: Black 1pt solid; text-align: left"> </td> <td style="border-bottom: Black 1pt solid; text-align: right">4,517</td> <td style="border-bottom: Black 1pt solid; text-align: left"> </td> </tr> <tr style="vertical-align: bottom; background-color: rgb(204,238,255)"> <td style="padding-bottom: 2.25pt">Total</td> <td style="padding-bottom: 2.25pt"> </td> <td style="border-bottom: Black 2.25pt double; text-align: left">$</td> <td style="border-bottom: Black 2.25pt double; text-align: right">129,684</td> <td style="border-bottom: Black 2.25pt double; text-align: left"> </td> <td style="padding-bottom: 2.25pt"> </td> <td style="border-bottom: Black 2.25pt double; text-align: left">$</td> <td style="border-bottom: Black 2.25pt double; text-align: right">127,595</td> <td style="border-bottom: Black 2.25pt double; text-align: left"> </td> </tr> </table> </div><div style=" font: 10pt Times New Roman, Times, Serif; margin: 0pt 0; text-align: center; color: Red"><div style="display: inline; font-weight: bold;"> </div></div><div style=" font: 10pt Times New Roman, Times, Serif; margin: 0pt 0; text-align: justify; text-indent: 9.35pt">At July 31, 2016 and 2015, finance receivables more than 90 days past due were approximately $1.7 million and $1.4 million, respectively. Late fee revenues totaled approximately $461,000 and $526,000 for the three months ended July 31, 2016 and 2015, respectively. Late fees are recognized when collected and are reflected in interest and other income on the Condensed Consolidated Statements of Operations.</div></div></div></div></div></div></div>28690002736000129684000127595000112735000110647000541700056190006761000681200047710004517000145840000142690000<div style="display: inline; font-family: times new roman; font-size: 10pt"><table cellpadding="0" cellspacing="0" style="border-collapse: collapse; font: 10pt Times New Roman, Times, Serif;; width: 700px;"> <tr style="vertical-align: bottom"> <td style="font-style: italic; border-bottom: Black 1pt solid">(In thousands)</td> <td style="padding-bottom: 1pt; border-bottom: Black 1pt solid"> </td> <td colspan="3" style="text-align: center; border-bottom: Black 1pt solid">July 31, 2016</td> <td style="padding-bottom: 1pt; border-bottom: Black 1pt solid"> </td> <td colspan="3" style="text-align: center; border-bottom: Black 1pt solid">April 30, 2016</td> </tr> <tr style="vertical-align: bottom; background-color: rgb(204,238,255)"> <td> </td> <td> </td> <td style="text-align: left"> </td> <td style="text-align: right"> </td> <td style="text-align: left"> </td> <td> </td> <td style="text-align: left"> </td> <td style="text-align: right"> </td> <td style="text-align: left"> </td> </tr> <tr style="vertical-align: bottom; background-color: White"> <td style="width: 70%; text-align: left">Gross contract amount</td> <td style="width: 1%"> </td> <td style="width: 1%; text-align: left">$</td> <td style="width: 12%; text-align: right">532,620</td> <td style="width: 1%; text-align: left"> </td> <td style="width: 1%"> </td> <td style="width: 1%; text-align: left">$</td> <td style="width: 12%; text-align: right">504,149</td> <td style="width: 1%; text-align: left"> </td> </tr> <tr style="vertical-align: bottom; background-color: rgb(204,238,255)"> <td style="text-align: left; padding-bottom: 1pt">Less unearned finance charges</td> <td style="padding-bottom: 1pt"> </td> <td style="border-bottom: Black 1pt solid; text-align: left"> </td> <td style="border-bottom: Black 1pt solid; text-align: right">(72,050</td> <td style="border-bottom: Black 1pt solid; text-align: left">)</td> <td style="padding-bottom: 1pt"> </td> <td style="border-bottom: Black 1pt solid; text-align: left"> </td> <td style="border-bottom: Black 1pt solid; text-align: right">(66,871</td> <td style="border-bottom: Black 1pt solid; text-align: left">)</td> </tr> <tr style="vertical-align: bottom; background-color: White"> <td style="text-align: left; padding-left: 20pt">Principal balance</td> <td> </td> <td style="text-align: left"> </td> <td style="text-align: right">460,570</td> <td style="text-align: left"> </td> <td> </td> <td style="text-align: left"> </td> <td style="text-align: right">437,278</td> <td style="text-align: left"> </td> </tr> <tr style="vertical-align: bottom; background-color: rgb(204,238,255)"> <td style="text-align: left; padding-bottom: 1pt">Less allowance for credit losses</td> <td style="padding-bottom: 1pt"> </td> <td style="border-bottom: Black 1pt solid; text-align: left"> </td> <td style="border-bottom: Black 1pt solid; text-align: right">(108,022</td> <td style="border-bottom: Black 1pt solid; text-align: left">)</td> <td style="padding-bottom: 1pt"> </td> <td style="border-bottom: Black 1pt solid; text-align: left"> </td> <td style="border-bottom: Black 1pt solid; text-align: right">(102,485</td> <td style="border-bottom: Black 1pt solid; text-align: left">)</td> </tr> <tr style="vertical-align: bottom; background-color: White"> <td> </td> <td> </td> <td style="text-align: left"> </td> <td style="text-align: right"> </td> <td style="text-align: left"> </td> <td> </td> <td style="text-align: left"> </td> <td style="text-align: right"> </td> <td style="text-align: left"> </td> </tr> <tr style="vertical-align: bottom; background-color: rgb(204,238,255)"> <td style="text-align: left; padding-bottom: 2.25pt">Finance receivables, net</td> <td style="padding-bottom: 2.25pt"> </td> <td style="border-bottom: Black 2.25pt double; text-align: left">$</td> <td style="border-bottom: Black 2.25pt double; text-align: right">352,548</td> <td style="border-bottom: Black 2.25pt double; text-align: left"> </td> <td style="padding-bottom: 2.25pt"> </td> <td style="border-bottom: Black 2.25pt double; text-align: left">$</td> <td style="border-bottom: Black 2.25pt double; text-align: right">334,793</td> <td style="border-bottom: Black 2.25pt double; text-align: left"> </td> </tr> </table></div><div style="display: inline; font-family: times new roman; font-size: 10pt"><table cellpadding="0" cellspacing="0" style="border-collapse: collapse; font: 10pt Times New Roman, Times, Serif;; width: 700px;"> <tr style="vertical-align: bottom"> <td style="font-style: italic; border-bottom: Black 1pt solid">(In thousands)</td> <td style="padding-bottom: 1pt; border-bottom: Black 1pt solid"> </td> <td colspan="3" style="text-align: center; border-bottom: Black 1pt solid">July 31, 2016</td> <td style="padding-bottom: 1pt; border-bottom: Black 1pt solid"> </td> <td colspan="3" style="text-align: center; border-bottom: Black 1pt solid">April 30, 2016</td> </tr> <tr style="vertical-align: bottom; background-color: rgb(204,238,255)"> <td style="width: 70%; text-align: left">Employee compensation</td> <td style="width: 1%"> </td> <td style="width: 1%; text-align: left">$</td> <td style="width: 12%; text-align: right">5,527</td> <td style="width: 1%; text-align: left"> </td> <td style="width: 1%"> </td> <td style="width: 1%; text-align: left">$</td> <td style="width: 12%; text-align: right">3,684</td> <td style="width: 1%; text-align: left"> </td> </tr> <tr style="vertical-align: bottom; background-color: White"> <td style="text-align: left">Cash overdrafts (see Note B)</td> <td> </td> <td style="text-align: left"> </td> <td style="text-align: right">2,088</td> <td style="text-align: left"> </td> <td> </td> <td style="text-align: left"> </td> <td style="text-align: right">-</td> <td style="text-align: left"> </td> </tr> <tr style="vertical-align: bottom; background-color: rgb(204,238,255)"> <td style="text-align: left">Deferred sales tax (see Note B)</td> <td> </td> <td style="text-align: left"> </td> <td style="text-align: right">2,869</td> <td style="text-align: left"> </td> <td> </td> <td style="text-align: left"> </td> <td style="text-align: right">2,736</td> <td style="text-align: left"> </td> </tr> <tr style="vertical-align: bottom; background-color: White"> <td style="padding-bottom: 1pt">Other</td> <td style="padding-bottom: 1pt"> </td> <td style="border-bottom: Black 1pt solid; text-align: left"> </td> <td style="border-bottom: Black 1pt solid; text-align: right">4,772</td> <td style="border-bottom: Black 1pt solid; text-align: left"> </td> <td style="padding-bottom: 1pt"> </td> <td style="border-bottom: Black 1pt solid; text-align: left"> </td> <td style="border-bottom: Black 1pt solid; text-align: right">4,825</td> <td style="border-bottom: Black 1pt solid; text-align: left"> </td> </tr> <tr style="vertical-align: bottom; background-color: rgb(204,238,255)"> <td style="padding-bottom: 2.25pt">Total</td> <td style="padding-bottom: 2.25pt"> </td> <td style="border-bottom: Black 2.25pt double; text-align: left">$</td> <td style="border-bottom: Black 2.25pt double; text-align: right">15,256</td> <td style="border-bottom: Black 2.25pt double; text-align: left"> </td> <td style="padding-bottom: 2.25pt"> </td> <td style="border-bottom: Black 2.25pt double; text-align: left">$</td> <td style="border-bottom: Black 2.25pt double; text-align: right">11,245</td> <td style="border-bottom: Black 2.25pt double; text-align: left"> </td> </tr> </table></div><div style="display: inline; font-family: times new roman; font-size: 10pt"><table cellpadding="0" cellspacing="0" style="border-collapse: collapse; font: 10pt Times New Roman, Times, Serif;; width: 700px;"> <tr style="vertical-align: bottom"> <td style="text-align: center"> </td> <td> </td> <td colspan="7" style="text-align: center">Three Months Ended<br /> July 31,</td> </tr> <tr style="vertical-align: bottom"> <td style="font-style: italic; border-bottom: Black 1pt solid">(in thousands)</td> <td style="padding-bottom: 1pt; border-bottom: Black 1pt solid"> </td> <td colspan="3" style="text-align: center; border-bottom: Black 1pt solid">2016</td> <td style="padding-bottom: 1pt; border-bottom: Black 1pt solid"> </td> <td colspan="3" style="text-align: center; border-bottom: Black 1pt solid">2015</td> </tr> <tr style="vertical-align: bottom; background-color: rgb(204,238,255)"> <td style="text-align: left">Supplemental disclosures:</td> <td> </td> <td style="text-align: left"> </td> <td style="text-align: right"> </td> <td style="text-align: left"> </td> <td> </td> <td style="text-align: left"> </td> <td style="text-align: right"> </td> <td style="text-align: left"> </td> </tr> <tr style="vertical-align: bottom; background-color: White"> <td style="width: 70%; text-align: left; padding-left: 10pt">Interest paid</td> <td style="width: 1%"> </td> <td style="width: 1%; text-align: left">$</td> <td style="width: 12%; text-align: right">944</td> <td style="width: 1%; text-align: left"> </td> <td style="width: 1%"> </td> <td style="width: 1%; text-align: left">$</td> <td style="width: 12%; text-align: right">990</td> <td style="width: 1%; text-align: left"> </td> </tr> <tr style="vertical-align: bottom; background-color: rgb(204,238,255)"> <td style="text-align: left; padding-left: 10pt">Income taxes paid, net</td> <td> </td> <td style="text-align: left"> </td> <td style="text-align: right">451</td> <td style="text-align: left"> </td> <td> </td> <td style="text-align: left"> </td> <td style="text-align: right">86</td> <td style="text-align: left"> </td> </tr> <tr style="vertical-align: bottom; background-color: White"> <td style="text-align: left">Non-cash transactions:</td> <td> </td> <td style="text-align: left"> </td> <td style="text-align: right"> </td> <td style="text-align: left"> </td> <td> </td> <td style="text-align: left"> </td> <td style="text-align: right"> </td> <td style="text-align: left"> </td> </tr> <tr style="vertical-align: bottom; background-color: rgb(204,238,255)"> <td style="text-align: left; padding-left: 10pt">Inventory acquired in repossession and payment protection plan claims</td> <td> </td> <td style="text-align: left"> </td> <td style="text-align: right">8,569</td> <td style="text-align: left"> </td> <td> </td> <td style="text-align: left"> </td> <td style="text-align: right">11,743</td> <td style="text-align: left"> </td> </tr> <tr style="vertical-align: bottom; background-color: White"> <td style="text-align: left; padding-left: 10pt">Loss accrued on disposal of property and equipment</td> <td> </td> <td style="text-align: left"> </td> <td style="text-align: right">400</td> <td style="text-align: left"> </td> <td> </td> <td style="text-align: left"> </td> <td style="text-align: right">-</td> <td style="text-align: left"> </td> </tr> </table></div><div style="display: inline; font-family: times new roman; font-size: 10pt"><table cellpadding="0" cellspacing="0" style="border-collapse: collapse; font: 10pt Times New Roman, Times, Serif;; width: 700px;"> <tr style="vertical-align: bottom"> <td nowrap="nowrap"><div style="display: inline; font-style: italic;">(In thousands)</div></td> <td nowrap="nowrap"> </td> <td colspan="3" nowrap="nowrap"> </td> <td nowrap="nowrap"> </td> <td nowrap="nowrap"> </td> <td nowrap="nowrap"> </td> <td nowrap="nowrap"> </td> <td nowrap="nowrap"> </td> <td colspan="3" nowrap="nowrap"> </td> <td nowrap="nowrap"> </td> <td colspan="3" nowrap="nowrap"> </td> </tr> <tr style="vertical-align: bottom"> <td nowrap="nowrap" style="text-align: center"> </td> <td nowrap="nowrap" style="text-align: center"> </td> <td colspan="3" nowrap="nowrap" style="text-align: center">Aggregate</td> <td nowrap="nowrap" style="text-align: center"> </td> <td nowrap="nowrap" style="text-align: center">Interest</td> <td nowrap="nowrap" style="text-align: center"> </td> <td nowrap="nowrap" style="text-align: center"> </td> <td nowrap="nowrap" style="text-align: center"> </td> <td colspan="7" nowrap="nowrap" style="text-align: center; border-bottom: Black 1pt solid">Balance at</td> </tr> <tr style="vertical-align: bottom"> <td nowrap="nowrap" style="text-align: center; padding-bottom: 1pt"> </td> <td nowrap="nowrap" style="text-align: center; padding-bottom: 1pt"> </td> <td colspan="3" nowrap="nowrap" style="text-align: center; border-bottom: Black 1pt solid"> Amount</td> <td nowrap="nowrap" style="text-align: center; padding-bottom: 1pt"> </td> <td nowrap="nowrap" style="text-align: center; border-bottom: Black 1pt solid"> Rate</td> <td nowrap="nowrap" style="text-align: center; padding-bottom: 1pt"> </td> <td nowrap="nowrap" style="text-align: center; border-bottom: Black 1pt solid">Maturity</td> <td nowrap="nowrap" style="text-align: center; padding-bottom: 1pt"> </td> <td colspan="3" nowrap="nowrap" style="text-align: center; border-bottom: Black 1pt solid">July 31, 2016</td> <td nowrap="nowrap" style="text-align: center; padding-bottom: 1pt"> </td> <td colspan="3" nowrap="nowrap" style="text-align: center; border-bottom: Black 1pt solid">April 30, 2016</td> </tr> <tr style="vertical-align: bottom; background-color: rgb(204,238,255)"> <td style="width: 25%; text-align: left">Revolving credit facilities</td> <td style="width: 1%"> </td> <td style="width: 1%; text-align: left">$</td> <td style="width: 10%; text-align: right">172,500</td> <td style="width: 1%; text-align: left"> </td> <td style="width: 1%"> </td> <td style="width: 22%; text-align: justify">LIBOR + 2.375%</td> <td style="width: 1%"> </td> <td nowrap="nowrap" style="width: 12%; text-align: center">October 8, 2017</td> <td style="width: 1%"> </td> <td style="width: 1%; text-align: left">$</td> <td style="width: 10%; text-align: right">117,369</td> <td style="width: 1%; text-align: left"> </td> <td style="width: 1%"> </td> <td style="width: 1%; text-align: left">$</td> <td style="width: 10%; text-align: right">107,386</td> <td style="width: 1%; text-align: left"> </td> </tr> <tr style="vertical-align: bottom; background-color: White"> <td style="text-align: left"> </td> <td> </td> <td style="text-align: left"> </td> <td style="text-align: right"> </td> <td style="text-align: left"> </td> <td> </td> <td colspan="11" style="text-align: justify">(2.86% at July 31, 2016 and 2.81% at April 30, 2016)</td> </tr> </table></div><div style="display: inline; font-family: times new roman; font-size: 10pt"><table cellpadding="0" cellspacing="0" style="border-collapse: collapse; font: 10pt Times New Roman, Times, Serif;; width: 700px;"> <tr style="vertical-align: bottom"> <td style="text-align: center"> </td> <td style="padding-bottom: 1pt"> </td> <td colspan="7" style="text-align: center">Three Months Ended <br /> July 31,</td> </tr> <tr style="vertical-align: bottom"> <td style="font-style: italic; border-bottom: Black 1pt solid">(In thousands)</td> <td style="padding-bottom: 1pt; border-bottom: Black 1pt solid"> </td> <td colspan="3" style="text-align: center; border-bottom: Black 1pt solid">2016</td> <td style="padding-bottom: 1pt; border-bottom: Black 1pt solid"> </td> <td colspan="3" style="text-align: center; border-bottom: Black 1pt solid">2015</td> </tr> <tr style="vertical-align: bottom; background-color: rgb(204,238,255)"> <td style="width: 70%; text-align: left">Sales – used autos</td> <td style="width: 1%"> </td> <td style="width: 1%; text-align: left">$</td> <td style="width: 12%; text-align: right">112,735</td> <td style="width: 1%; text-align: left"> </td> <td style="width: 1%"> </td> <td style="width: 1%; text-align: left">$</td> <td style="width: 12%; text-align: right">110,647</td> <td style="width: 1%; text-align: left"> </td> </tr> <tr style="vertical-align: bottom; background-color: White"> <td style="text-align: left">Wholesales – third party</td> <td> </td> <td style="text-align: left"> </td> <td style="text-align: right">5,417</td> <td style="text-align: left"> </td> <td> </td> <td style="text-align: left"> </td> <td style="text-align: right">5,619</td> <td style="text-align: left"> </td> </tr> <tr style="vertical-align: bottom; background-color: rgb(204,238,255)"> <td style="text-align: left">Service contract sales</td> <td> </td> <td style="text-align: left"> </td> <td style="text-align: right">6,761</td> <td style="text-align: left"> </td> <td> </td> <td style="text-align: left"> </td> <td style="text-align: right">6,812</td> <td style="text-align: left"> </td> </tr> <tr style="vertical-align: bottom; background-color: White"> <td style="text-align: left; padding-bottom: 1pt">Payment protection plan revenue</td> <td style="padding-bottom: 1pt"> </td> <td style="border-bottom: Black 1pt solid; text-align: left"> </td> <td style="border-bottom: Black 1pt solid; text-align: right">4,771</td> <td style="border-bottom: Black 1pt solid; text-align: left"> </td> <td style="padding-bottom: 1pt"> </td> <td style="border-bottom: Black 1pt solid; text-align: left"> </td> <td style="border-bottom: Black 1pt solid; text-align: right">4,517</td> <td style="border-bottom: Black 1pt solid; text-align: left"> </td> </tr> <tr style="vertical-align: bottom; background-color: rgb(204,238,255)"> <td style="padding-bottom: 2.25pt">Total</td> <td style="padding-bottom: 2.25pt"> </td> <td style="border-bottom: Black 2.25pt double; text-align: left">$</td> <td style="border-bottom: Black 2.25pt double; text-align: right">129,684</td> <td style="border-bottom: Black 2.25pt double; text-align: left"> </td> <td style="padding-bottom: 2.25pt"> </td> <td style="border-bottom: Black 2.25pt double; text-align: left">$</td> <td style="border-bottom: Black 2.25pt double; text-align: right">127,595</td> <td style="border-bottom: Black 2.25pt double; text-align: left"> </td> </tr> </table></div><div style="display: inline; font-family: times new roman; font-size: 10pt"><table cellpadding="0" cellspacing="0" style="border-collapse: collapse; font: 10pt Times New Roman, Times, Serif;; width: 700px;"> <tr style="vertical-align: bottom"> <td> </td> <td> </td> <td colspan="7" style="text-align: center">Three Months Ended<br /> July 31,</td> </tr> <tr style="vertical-align: bottom"> <td style="text-align: justify"> </td> <td style="padding-bottom: 1pt"> </td> <td colspan="3" style="text-align: center; border-bottom: Black 1pt solid">2016</td> <td style="padding-bottom: 1pt"> </td> <td colspan="3" style="text-align: center; border-bottom: Black 1pt solid">2015</td> </tr> <tr style="vertical-align: bottom; background-color: rgb(204,238,255)"> <td style="width: 70%; text-align: justify">Expected term (years)</td> <td style="width: 1%"> </td> <td style="width: 1%; text-align: left"> </td> <td style="width: 12%; text-align: right">5.5</td> <td style="width: 1%; text-align: left"> </td> <td style="width: 1%"> </td> <td style="width: 1%; text-align: left"> </td> <td style="width: 12%; text-align: right">5.5</td> <td style="width: 1%; text-align: left"> </td> </tr> <tr style="vertical-align: bottom; background-color: White"> <td style="text-align: justify">Risk-free interest rate</td> <td> </td> <td style="text-align: left"> </td> <td style="text-align: right">1.32</td> <td style="text-align: left">%</td> <td> </td> <td style="text-align: left"> </td> <td style="text-align: right">1.56</td> <td style="text-align: left">%</td> </tr> <tr style="vertical-align: bottom; background-color: rgb(204,238,255)"> <td style="text-align: justify">Volatility</td> <td> </td> <td style="text-align: left"> </td> <td style="text-align: right">36</td> <td style="text-align: left">%</td> <td> </td> <td style="text-align: left"> </td> <td style="text-align: right">34</td> <td style="text-align: left">%</td> </tr> <tr style="vertical-align: bottom; background-color: White"> <td style="text-align: justify">Dividend yield</td> <td> </td> <td style="text-align: left"> </td> <td style="text-align: right">-</td> <td style="text-align: left"> </td> <td> </td> <td style="text-align: left"> </td> <td style="text-align: right">-</td> <td style="text-align: left"> </td> </tr> </table></div><div style="display: inline; font-family: times new roman; font-size: 10pt"><table cellpadding="0" cellspacing="0" style="border-collapse: collapse; font: 10pt Times New Roman, Times, Serif;; width: 700px;"> <tr style="vertical-align: bottom"> <td style="text-align: center"> </td> <td> </td> <td colspan="7" style="text-align: center">Three Months Ended <br /> July 31,</td> </tr> <tr style="vertical-align: bottom"> <td style="border-bottom: Black 1pt solid"> </td> <td style="padding-bottom: 1pt; border-bottom: Black 1pt solid"> </td> <td colspan="3" style="text-align: center; border-bottom: Black 1pt solid">2016</td> <td style="padding-bottom: 1pt; border-bottom: Black 1pt solid"> </td> <td colspan="3" style="text-align: center; border-bottom: Black 1pt solid">2015</td> </tr> <tr style="vertical-align: bottom; background-color: rgb(204,238,255)"> <td style="width: 70%">Weighted average shares outstanding-basic</td> <td style="width: 1%"> </td> <td style="width: 1%; text-align: left"> </td> <td style="width: 12%; text-align: right">7,948,925</td> <td style="width: 1%; text-align: left"> </td> <td style="width: 1%"> </td> <td style="width: 1%; text-align: left"> </td> <td style="width: 12%; text-align: right">8,513,440</td> <td style="width: 1%; text-align: left"> </td> </tr> <tr style="vertical-align: bottom; background-color: White"> <td style="text-align: left; padding-bottom: 1pt">Dilutive options and restricted stock</td> <td style="padding-bottom: 1pt"> </td> <td style="border-bottom: Black 1pt solid; text-align: left"> </td> <td style="border-bottom: Black 1pt solid; text-align: right">236,152</td> <td style="border-bottom: Black 1pt solid; text-align: left"> </td> <td style="padding-bottom: 1pt"> </td> <td style="border-bottom: Black 1pt solid; text-align: left"> </td> <td style="border-bottom: Black 1pt solid; text-align: right">396,157</td> <td style="border-bottom: Black 1pt solid; text-align: left"> </td> </tr> <tr style="vertical-align: bottom; background-color: rgb(204,238,255)"> <td style="padding-bottom: 2.25pt">Weighted average shares outstanding-diluted</td> <td style="padding-bottom: 2.25pt"> </td> <td style="border-bottom: Black 2.25pt double; text-align: left"> </td> <td style="border-bottom: Black 2.25pt double; text-align: right">8,185,077</td> <td style="border-bottom: Black 2.25pt double; text-align: left"> </td> <td style="padding-bottom: 2.25pt"> </td> <td style="border-bottom: Black 2.25pt double; text-align: left"> </td> <td style="border-bottom: Black 2.25pt double; text-align: right">8,909,597</td> <td style="border-bottom: Black 2.25pt double; text-align: left"> </td> </tr> <tr style="vertical-align: bottom; background-color: White"> <td style="text-align: left">Antidilutive securities not included:</td> <td> </td> <td style="text-align: left"> </td> <td style="text-align: right"> </td> <td style="text-align: left"> </td> <td> </td> <td style="text-align: left"> </td> <td style="text-align: right"> </td> <td style="text-align: left"> </td> </tr> <tr style="vertical-align: bottom; background-color: rgb(204,238,255)"> <td style="padding-left: 10pt">Options</td> <td> </td> <td style="text-align: left"> </td> <td style="text-align: right">410,500</td> <td style="text-align: left"> </td> <td> </td> <td style="text-align: left"> </td> <td style="text-align: right">258,000</td> <td style="text-align: left"> </td> </tr> <tr style="vertical-align: bottom; background-color: White"> <td style="text-align: left; padding-left: 10pt">Restricted stock</td> <td> </td> <td style="text-align: left"> </td> <td style="text-align: right">9,000</td> <td style="text-align: left"> </td> <td> </td> <td style="text-align: left"> </td> <td style="text-align: right">-</td> <td style="text-align: left"> </td> </tr> </table></div><div style="display: inline; font-family: times new roman; font-size: 10pt"><div style="display: inline; font-family: times new roman; font-size: 10pt"><div style="display: inline; font-family: times new roman; font-size: 10pt"><div style="display: inline; font-family: times new roman; font-size: 10pt"><div style="display: inline; font-family: times new roman; font-size: 10pt"><div style="display: inline; font-family: times new roman; font-size: 10pt"><div style=" font: italic 10pt Times New Roman, Times, Serif; margin: 0pt 0; text-align: justify">Segment Information</div><div style=" font: 10pt Times New Roman, Times, Serif; margin: 0pt 0"> </div><div style=" font: 10pt Times New Roman, Times, Serif; margin: 0pt 0; text-align: justify; text-indent: 9pt">Each dealership is an operating segment with its results regularly reviewed by the Company’s chief operating decision maker in an effort to make decisions about resources to be allocated to the segment and to assess its performance. Individual dealerships meet the aggregation criteria for reporting purposes under the current accounting guidance. The Company operates in the Integrated Auto Sales and Finance segment of the used car market, also referred to as the Integrated Auto Sales and Finance industry. In this industry, the nature of the sale and the financing of the transaction, financing processes, the type of customer and the methods used to distribute the Company’s products and services, including the actual servicing of the contracts as well as the regulatory environment in which the Company operates, all have similar characteristics. Each of our individual dealerships is similar in nature and only engages in the selling and financing of used vehicles. All individual dealerships have similar operating characteristics. As such, individual dealerships have been aggregated into one reportable segment.</div></div></div></div></div></div></div>23168000231250005320006650000052.1090002017-07-022026-05-010.360.340.01320.01563500001780272725001400069000030000238750997504000012200000214000001180000093025023.44<div style="display: inline; font-family: times new roman; font-size: 10pt"><div style="display: inline; font-family: times new roman; font-size: 10pt"><div style="display: inline; font-family: times new roman; font-size: 10pt"><div style="display: inline; font-family: times new roman; font-size: 10pt"><div style="display: inline; font-family: times new roman; font-size: 10pt"><div style="display: inline; font-family: times new roman; font-size: 10pt"><div style=" font: italic 10pt Times New Roman, Times, Serif; margin: 0pt 0; text-align: justify">Stock-Based Compensation</div><div style=" font: 10pt Times New Roman, Times, Serif; margin: 0pt 0"> </div><div style=" font: 10pt Times New Roman, Times, Serif; margin: 0pt 0; text-align: justify; text-indent: 9.35pt">The Company recognizes the cost of employee services received in exchange for awards of equity instruments, such as stock options and restricted stock, based on the fair value of those awards at the date of grant over the requisite service period. The Company uses the Black-Scholes option pricing model to determine the fair value of stock option awards. The Company may issue either new shares or treasury shares upon exercise of these awards. Stock-based compensation plans, related expenses and assumptions used in the Black-Scholes option pricing model are more fully described in Note I. If an award contains a performance condition, expense is recognized only for those shares for which it is considered reasonably probable as of the current period end that the performance condition will be met.</div></div></div></div></div></div></div>P10YP5YP5Y182DP5Y182DP3Y146D<div style="display: inline; font-family: times new roman; font-size: 10pt"><div style=" font: 10pt Times New Roman, Times, Serif; margin: 0pt 0; text-align: justify"><div style="display: inline; font-weight: bold;">B – Summary of Significant Accounting Policies</div></div> <div style=" font: 10pt Times New Roman, Times, Serif; margin: 0pt 0; text-align: justify"> </div> <div style=" font: italic 10pt Times New Roman, Times, Serif; margin: 0pt 0; text-align: justify">General</div> <div style=" font: 10pt Times New Roman, Times, Serif; margin: 0pt 0; text-align: justify; text-indent: 0in"><div style="display: inline; background-color: transparent"> </div></div> <div style=" font: 10pt Times New Roman, Times, Serif; margin: 0pt 0; text-align: justify; text-indent: 9pt">The accompanying condensed consolidated balance sheet as of April 30, 2016, which has been derived from audited financial statements, and the unaudited interim condensed financial statements as of July 31, 2016 and 2015, have been prepared in accordance with generally accepted accounting principles for interim financial information and in accordance with the instructions to Form 10-Q and Article 10 of Regulation S-X. Accordingly, they do not include all of the information and footnotes required by accounting principles generally accepted in the United States of America for complete financial statements. In the opinion of management, all adjustments (consisting of normal recurring accruals) considered necessary for a fair presentation have been included. Operating results for the three months ended July 31, 2016 are not necessarily indicative of the results that may be expected for the year ending April 30, 2017. For further information, refer to the consolidated financial statements and footnotes thereto included in the Company’s annual report on Form 10-K for the year ended April 30, 2016.</div> <div style=" font: 10pt Times New Roman, Times, Serif; margin: 0pt 0; text-align: justify; text-indent: 0in"><div style="display: inline; background-color: transparent"> </div></div> <div style=" font: italic 10pt Times New Roman, Times, Serif; margin: 0pt 0; text-align: justify">Principles of Consolidation</div> <div style=" font: 10pt Times New Roman, Times, Serif; margin: 0pt 0; text-align: justify"><div style="display: inline; font-style: italic;"> </div></div> <div style=" font: 10pt Times New Roman, Times, Serif; margin: 0pt 0; text-align: justify; text-indent: 9pt">The consolidated financial statements include the accounts of America’s Car-Mart, Inc. and its subsidiaries. All intercompany accounts and transactions have been eliminated.</div> <div style=" font: 10pt Times New Roman, Times, Serif; margin: 0pt 0; text-align: justify; text-indent: 9pt"> </div> <div style=" font: italic 10pt Times New Roman, Times, Serif; margin: 0pt 0; text-align: justify">Segment Information</div> <div style=" font: 10pt Times New Roman, Times, Serif; margin: 0pt 0"> </div> <div style=" font: 10pt Times New Roman, Times, Serif; margin: 0pt 0; text-align: justify; text-indent: 9pt">Each dealership is an operating segment with its results regularly reviewed by the Company’s chief operating decision maker in an effort to make decisions about resources to be allocated to the segment and to assess its performance. Individual dealerships meet the aggregation criteria for reporting purposes under the current accounting guidance. The Company operates in the Integrated Auto Sales and Finance segment of the used car market, also referred to as the Integrated Auto Sales and Finance industry. In this industry, the nature of the sale and the financing of the transaction, financing processes, the type of customer and the methods used to distribute the Company’s products and services, including the actual servicing of the contracts as well as the regulatory environment in which the Company operates, all have similar characteristics. Each of our individual dealerships is similar in nature and only engages in the selling and financing of used vehicles. All individual dealerships have similar operating characteristics. As such, individual dealerships have been aggregated into one reportable segment.</div> <div style=" font: 10pt Times New Roman, Times, Serif; margin: 0pt 0; text-align: justify; text-indent: 9pt"> </div> <div style=" font: italic 10pt Times New Roman, Times, Serif; margin: 0pt 0; text-align: justify">Use of Estimates</div> <div style=" font: 10pt Times New Roman, Times, Serif; margin: 0pt 0; text-align: justify"><div style="display: inline; font-style: italic;"> </div></div> <div style=" font: 10pt Times New Roman, Times, Serif; margin: 0pt 0; text-align: justify; text-indent: 9pt">The preparation of financial statements in conformity with accounting principles generally accepted in the United States of America requires management to make estimates and assumptions that affect the reported amounts of assets and liabilities and disclosure of contingent assets and liabilities at the date of the financial statements, and the reported amounts of revenues and expenses during the period. Actual results could differ from those estimates. Significant estimates include, but are not limited to, the Company’s allowance for credit losses.</div> <div style=" font: 10pt Times New Roman, Times, Serif; margin: 0pt 0; text-align: justify"><div style="display: inline; background-color: transparent"><div style="display: inline; font-style: italic;"> </div></div></div> <div style=" font: italic 10pt Times New Roman, Times, Serif; margin: 0pt 0; text-align: justify">Concentration of Risk</div> <div style=" font: 10pt Times New Roman, Times, Serif; margin: 0pt 0; text-align: justify"><div style="display: inline; font-style: italic;"> </div></div> <div style=" font: 10pt Times New Roman, Times, Serif; margin: 0pt 0; text-align: justify; text-indent: 9.35pt">The Company provides financing in connection with the sale of substantially all of its vehicles. These sales are made primarily to customers residing in Alabama, Arkansas, Georgia, Kentucky, Mississippi, Missouri, Oklahoma, Tennessee, and Texas, with approximately 31% of revenues resulting from sales to Arkansas customers.</div> <!-- Field: Page; Sequence: 5; Value: 2 --> <div style="page-break-before: always; margin-top: 6pt; margin-bottom: 12pt"> </div> <!-- Field: /Page --> <div style=" font: 10pt Times New Roman, Times, Serif; margin: 0pt 0; text-align: justify; text-indent: 9.35pt">Periodically, the Company maintains cash in financial institutions in excess of the amounts insured by the federal government. The Company’s revolving credit facilities mature in October 2017. The Company expects that these credit facilities will be renewed or refinanced on or before the scheduled maturity dates.</div> <div style=" font: 10pt Times New Roman, Times, Serif; margin: 0pt 0; text-align: justify; text-indent: 9pt"> </div> <div style=" font: italic 10pt Times New Roman, Times, Serif; margin: 0pt 0; text-align: justify">Restrictions on Distributions/Dividends</div> <div style=" font: 10pt Times New Roman, Times, Serif; margin: 0pt 0; text-align: justify"><div style="display: inline; font-style: italic;"> </div></div> <div style=" font: 10pt Times New Roman, Times, Serif; margin: 0pt 0; text-align: justify; text-indent: 9.35pt">The Company’s revolving credit facilities generally restrict distributions by the Company to its shareholders. The distribution limitations under the Credit Facilities allow the Company to repurchase the Company’s stock so long as: either (a) the aggregate amount of such repurchases does not exceed $40 million beginning October 8, 2014 and the sum of borrowing bases combined minus the principal balances of all revolver loans after giving effect to such repurchases is equal to or greater than 30% of the sum of the borrowing bases, or (b) the aggregate amount of such repurchases does not exceed 75% of the consolidated net income of the Company measured on a trailing twelve month basis; provided that immediately before and after giving effect to the stock repurchases, at least 12.5% of the aggregate funds committed under the credit facilities remain available. Thus, the Company is limited in its ability to pay dividends or make other distributions to its shareholders without the consent of the Company’s lenders.</div> <div style=" font: 10pt Times New Roman, Times, Serif; margin: 0pt 0; text-align: justify; text-indent: 9pt"><div style="display: inline; background-color: transparent"><div style="display: inline; font-style: italic;"> </div></div></div> <div style=" font: italic 10pt Times New Roman, Times, Serif; margin: 0pt 0; text-align: justify">Cash Equivalents</div> <div style=" font: 10pt Times New Roman, Times, Serif; margin: 0pt 0; text-align: justify"><div style="display: inline; font-style: italic;"> </div></div> <div style=" font: 10pt Times New Roman, Times, Serif; margin: 0pt 0; text-align: justify; text-indent: 9pt">The Company considers all highly liquid debt instruments purchased with original maturities of three months or less to be cash equivalents.</div> <div style=" font: 10pt Times New Roman, Times, Serif; margin: 0pt 0; text-align: justify"><div style="display: inline; font-style: italic;"> </div></div> <div style=" font: italic 10pt Times New Roman, Times, Serif; margin: 0pt 0; text-align: justify">Finance Receivables, Repossessions and Charge-offs and Allowance for Credit Losses</div> <div style=" font: 10pt Times New Roman, Times, Serif; margin: 0pt 0; text-align: justify"><div style="display: inline; background-color: transparent"><div style="display: inline; font-style: italic;"> </div></div></div> <div style=" font: 10pt Times New Roman, Times, Serif; margin: 0pt 0; text-align: justify; text-indent: 9.35pt">The Company originates installment sale contracts from the sale of used vehicles at its dealerships. These installment sale contracts typically carry an interest rate of 15% using the simple effective interest method including any deferred fees. In May 2016, the Company increased its retail installment sales contract interest rate from 15.0% to 16.5% in response to continued high levels of credit losses. Contract origination costs are not significant.<div style="display: inline; font-style: italic;"> </div> The installment sale contracts are not pre-computed contracts whereby borrowers are obligated to pay back principal plus the full amount of interest that will accrue over the entire term of the contract. Finance receivables are collateralized by vehicles sold and consist of contractually scheduled payments from installment contracts net of unearned finance charges and an allowance for credit losses. Unearned finance charges represent the balance of interest receivable to be earned over the entire term of the related installment contract, less the earned amount ($2.2 million at July 31, 2016 and $1.7 million April 30, 2016 on the Condensed Consolidated Balance Sheets), and as such, have been reflected as a reduction to the gross contract amount in arriving at the principal balance in finance receivables<div style="display: inline; font-style: italic;">.</div> An account is considered delinquent when the customer is one day or more behind on their contractual payments. While the Company does not formally place contracts on nonaccrual status, the immaterial amount of interest that may accrue after an account becomes delinquent up until the point of resolution via repossession or write-off, is reserved for against the accrued interest on the Condensed Consolidated Balance Sheets. Delinquent contracts are addressed and either made current by the customer, which is the case in most situations, or the vehicle is repossessed or written off if the collateral cannot be recovered quickly. Customer payments are set to match their payday with approximately 73% of payments due on either a weekly or bi-weekly basis. The frequency of the payment due dates combined with the declining value of collateral lead to prompt resolutions on problem accounts. <div style="display: inline; font-style: italic;"> </div>At July 31, 2016, 4.4% of the Company’s finance receivable balances were 30 days or more past due compared to 3.8% at July 31, 2015.</div> <div style=" font: 10pt Times New Roman, Times, Serif; margin: 0pt 0; text-align: justify; text-indent: 9.35pt"> </div> <div style=" font: 10pt Times New Roman, Times, Serif; margin: 0pt 0; text-align: justify; text-indent: 9pt">Substantially all of the Company’s automobile contracts involve contracts made to individuals with impaired or limited credit histories or higher debt-to-income ratios than permitted by traditional lenders. Contracts made with buyers who are restricted in their ability to obtain financing from traditional lenders generally entail a higher risk of delinquency, default and repossession, and higher losses than contracts made with buyers with better credit.</div> <div style=" font: 10pt Times New Roman, Times, Serif; margin: 0pt 0; text-align: justify; text-indent: 9pt"> </div> <div style=" font: 10pt Times New Roman, Times, Serif; margin: 0pt 0; text-align: justify; text-indent: 9pt">The Company strives to keep its delinquency percentages low, and not to repossess vehicles. Accounts two days late are sent a notice in the mail. Accounts three days late are contacted by telephone. Notes from each telephone contact are electronically maintained in the Company’s computer system. The Company attempts to resolve payment delinquencies amicably prior to repossessing a vehicle. If a customer becomes severely delinquent in his or her payments, and management determines that timely collection of future payments is not probable, the Company will take steps to repossess the vehicle. Periodically, the Company enters into contract modifications with its customers to extend or modify the payment terms. The Company only enters into a contract modification or extension if it believes such action will increase the amount of monies the Company will ultimately realize on the customer’s account and will increase the likelihood of the customer being able to pay off the vehicle contract. At the time of modification, the Company expects to collect amounts due including accrued interest at the contractual interest rate for the period of delay. No other concessions beyond the extension of additional time are granted to customers at the time of modifications. Modifications are minor and are made for payday changes, minor vehicle repairs and other reasons. For those vehicles that are repossessed, the majority are returned or surrendered by the customer on a voluntary basis. Other repossessions are performed by Company personnel or third party repossession agents. Depending on the condition of a repossessed vehicle, it is either resold on a retail basis through a Company dealership, or sold for cash on a wholesale basis primarily through physical or online auctions.</div> <!-- Field: Page; Sequence: 6; Value: 2 --> <div style="page-break-before: always; margin-top: 6pt; margin-bottom: 12pt"> </div> <!-- Field: /Page --> <div style=" font: 10pt Times New Roman, Times, Serif; margin: 0pt 0; text-align: justify; text-indent: 9pt">The Company takes steps to repossess a vehicle when the customer becomes delinquent in his or her payments and management determines that timely collection of future payments is not probable. Accounts are charged-off after the expiration of a statutory notice period for repossessed accounts, or when management determines that the timely collection of future payments is not probable for accounts where the Company has been unable to repossess the vehicle. For accounts with respect to which the vehicle was repossessed, the fair value of the repossessed vehicle is charged as a reduction of the gross finance receivables balance charged-off. For the quarter ended July 31, 2016, on average, accounts were approximately 60 days past due at the time of charge-off. For previously charged-off accounts that are subsequently recovered, the amount of such recovery is credited to the allowance for credit losses.</div> <div style=" font: 10pt Times New Roman, Times, Serif; margin: 0pt 0; text-align: justify; text-indent: 9pt"> </div> <div style=" font: 10pt Times New Roman, Times, Serif; margin: 0pt 0; text-align: justify; text-indent: 9.35pt">The Company maintains an allowance for credit losses on an aggregate basis at a level it considers sufficient to cover estimated losses inherent in the portfolio at the balance sheet date in the collection of its finance receivables currently outstanding. At July 31, 2016, the weighted average total contract term was 31.7 months with 23.3 months remaining. The reserve amount in the allowance for credit losses at July 31, 2016, $108.0 million, was 25% of the principal balance in finance receivables of $460.6 million, less unearned payment protection plan revenue of $18.1 million and unearned service contract revenue of $10.4 million.</div> <div style=" font: 10pt Times New Roman, Times, Serif; margin: 0pt 0; text-align: justify; text-indent: 9.35pt"><div style="display: inline; background-color: transparent"> </div></div> <div style=" font: 10pt Times New Roman, Times, Serif; margin: 0pt 0; text-align: justify; text-indent: 9pt">The estimated reserve amount is the Company’s anticipated future net charge-offs for losses incurred through the balance sheet date. The allowance takes into account historical credit loss experience (both timing and severity of losses), with consideration given to recent credit loss trends and changes in contract characteristics (i.e., average amount financed, months outstanding at loss date, term and age of portfolio), delinquency levels, collateral values, economic conditions and underwriting and collection practices. The allowance for credit losses is reviewed at least quarterly by management with any changes reflected in current operations. The calculation of the allowance for credit losses uses the following primary factors:</div> <div style=" font: 10pt Times New Roman, Times, Serif; margin: 0pt 0"> </div> <table cellspacing="0" cellpadding="0" style="font: 10pt Times New Roman, Times, Serif; width: 700px;"> <tr style="vertical-align: top"> <td style="width: 72px; font-size: 10pt; layout-grid-mode: line; text-align: right">• </td> <td style="font-size: 10pt; layout-grid-mode: line"><div style="display: inline; font-family: Times New Roman, Times, Serif; font-size: 10pt">The number of units repossessed or charged-off as a percentage of total units financed over specific historical periods of time from one year to five years. </div></td> </tr> </table> <div style=" font: 10pt Times New Roman, Times, Serif; margin: 0pt 0"> </div> <table cellspacing="0" cellpadding="0" style="font: 10pt Times New Roman, Times, Serif; width: 700px;"> <tr style="vertical-align: top"> <td style="width: 72px; font-size: 10pt; layout-grid-mode: line; text-align: right">• </td> <td style="font-size: 10pt; layout-grid-mode: line; text-align: justify"><div style="display: inline; font-family: Times New Roman, Times, Serif; font-size: 10pt">The average net repossession and charge-off loss per unit during the last eighteen months segregated by the number of months since the contract origination date and adjusted for the expected future average net charge-off loss per unit. About 50% of the charge-offs that will ultimately occur in the portfolio are expected to occur within 10-11 months following the balance sheet date. The average age of an account at charge-off date for the eighteen-month period ended July 31, 2016 was 11.8 months. </div></td> </tr> </table> <div style=" font: 10pt Times New Roman, Times, Serif; margin: 0pt 0; text-align: center; text-indent: 0.5in"> </div> <table cellspacing="0" cellpadding="0" style="font: 10pt Times New Roman, Times, Serif; width: 700px;"> <tr style="vertical-align: top"> <td style="width: 72px; font-size: 10pt; layout-grid-mode: line; text-align: right">• </td> <td style="font-size: 10pt; layout-grid-mode: line; text-align: justify"><div style="display: inline; font-family: Times New Roman, Times, Serif; font-size: 10pt">The timing of repossession and charge-off losses relative to the date of sale (i.e., how long it takes for a repossession or charge-off to occur) for repossessions and charge-offs occurring during the last eighteen months. </div></td> </tr> </table> <div style=" font: 10pt Times New Roman, Times, Serif; margin: 0pt 0"><div style="display: inline; background-color: transparent"> </div></div> <div style=" font: 10pt Times New Roman, Times, Serif; margin: 0pt 0; text-align: justify; text-indent: 9.35pt">A point estimate is produced by this analysis which is then supplemented by any positive or negative subjective factors to arrive at an overall reserve amount that management considers to be a reasonable estimate of losses inherent in the portfolio at the balance sheet date that will be realized via actual charge-offs in the future. Although it is at least reasonably possible that events or circumstances could occur in the future that are not presently foreseen which could cause actual credit losses to be materially different from the recorded allowance for credit losses, the Company believes that it has given appropriate consideration to all relevant factors and has made reasonable assumptions in determining the allowance for credit losses. While challenging economic conditions can negatively impact credit losses, the effectiveness of the execution of internal policies and procedures within the collections area and the competitive environment on the funding side have historically had a more significant effect on collection results than macro-economic issues.</div> <div style=" font: 10pt Times New Roman, Times, Serif; margin: 0pt 0; text-align: justify; text-indent: 9.35pt"> </div> <div style=" font: 10pt Times New Roman, Times, Serif; margin: 0pt 0; text-align: justify; text-indent: 9.35pt">In most states, the Company offers retail customers who finance their vehicle the option of purchasing a payment protection plan product as an add-on to the installment sale contract. This product contractually obligates the Company to cancel the remaining principal outstanding for any contract where the retail customer has totaled the vehicle, as defined by the contract, or the vehicle has been stolen. The Company periodically evaluates anticipated losses to ensure that if anticipated losses exceed deferred payment protection plan revenues, an additional liability is recorded for such difference. No such liability was required at July 31, 2016 or 2015.</div> <div style=" font: 10pt Times New Roman, Times, Serif; margin: 0pt 0; text-align: justify; text-indent: 9.35pt"> </div> <div style=" font: 10pt Times New Roman, Times, Serif; margin: 0pt 0"><div style="display: inline; font-style: italic;">Inventory</div></div> <div style=" font: 10pt Times New Roman, Times, Serif; margin: 0pt 0; text-align: justify"> </div> <div style=" font: 10pt Times New Roman, Times, Serif; margin: 0pt 0; text-align: justify; text-indent: 9pt">Inventory consists of used vehicles and is valued at the lower of cost or market on a specific identification basis. Vehicle reconditioning costs are capitalized as a component of inventory. Repossessed vehicles and trade-in vehicles are recorded at fair value, which approximates wholesale value. The cost of used vehicles sold is determined using the specific identification method.</div> <!-- Field: Page; Sequence: 7; Value: 2 --> <div style="page-break-before: always; margin-top: 6pt; margin-bottom: 12pt"> </div> <!-- Field: /Page --> <div style=" font: 10pt Times New Roman, Times, Serif; margin: 0pt 0"><div style="display: inline; font-style: italic;">Goodwill </div></div> <div style=" font: 10pt Times New Roman, Times, Serif; margin: 0pt 0; text-align: justify"><div style="display: inline; font-style: italic;"> </div></div> <div style=" font: 10pt Times New Roman, Times, Serif; margin: 0pt 0; text-align: justify; text-indent: 9.35pt">Goodwill reflects the excess of purchase price over the fair value of specifically identified net assets purchased. Goodwill and intangible assets deemed to have indefinite lives are not amortized but are subject to annual impairment tests at the Company’s year-end. The impairment tests are based on the comparison of the fair value of the reporting unit to the carrying value of such unit. If the fair value of the reporting unit falls below its carrying value, the Company performs the second step of the two-step goodwill impairment process to determine the amount, if any, that the goodwill is impaired. The second step involves determining the fair value of the identifiable assets and liabilities and the implied goodwill. The implied goodwill is compared to the carrying value of the goodwill to determine the impairment, if any. There was no impairment of goodwill during fiscal 2016, and to date, there has been no impairment during fiscal 2017.</div> <div style=" font: 10pt Times New Roman, Times, Serif; margin: 0pt 0; text-align: justify; text-indent: 9.35pt"> </div> <div style=" font: italic 10pt Times New Roman, Times, Serif; margin: 0pt 0; text-align: justify">Property and Equipment</div> <div style=" font: 10pt Times New Roman, Times, Serif; margin: 0pt 0; text-align: justify"><div style="display: inline; font-style: italic;"> </div></div> <div style=" font: 10pt Times New Roman, Times, Serif; margin: 0pt 0; text-align: justify; text-indent: 9pt">Property and equipment are stated at cost. Expenditures for additions, remodels and improvements are capitalized. Costs of repairs and maintenance are expensed as incurred. Leasehold improvements are amortized over the shorter of the estimated life of the improvement or the lease period. The lease period includes the primary lease term plus any extensions that are reasonably assured. Depreciation is computed principally using the straight-line method, generally over the following estimated useful lives:</div> <div style=" font: 10pt Times New Roman, Times, Serif; margin: 0pt 0; text-align: justify; text-indent: 9pt"> </div> <div> <table cellspacing="0" cellpadding="0" style="; font: 10pt Times New Roman, Times, Serif; border-collapse: collapse; width: 700px;"> <tr style="vertical-align: top"> <td style="width: 47%; layout-grid-mode: line"><div style="display: inline; font-family: Times New Roman, Times, Serif; font-size: 10pt">Furniture, fixtures and equipment (years)</div></td> <td style="width: 24%; font-weight: bold; text-align: right; layout-grid-mode: line"><div style="display: inline; font-family: Times New Roman, Times, Serif; font-weight: normal">3</div></td> <td style="width: 5%; text-align: center"> to</td> <td style="width: 24%"> 7</td> </tr> <tr style="vertical-align: top"> <td><div style="display: inline; font-family: Times New Roman, Times, Serif">Leasehold improvements</div> (years)</td> <td style="font-weight: bold; text-align: right; layout-grid-mode: line"><div style="display: inline; font-family: Times New Roman, Times, Serif; font-weight: normal">5</div></td> <td style="text-align: center">to</td> <td> <div style="display: inline; font-family: Times New Roman, Times, Serif">15</div></td> </tr> <tr style="vertical-align: top"> <td style="layout-grid-mode: line"><div style="display: inline; font-family: Times New Roman, Times, Serif; font-size: 10pt">Buildings and improvements</div> (years)</td> <td style="font-weight: bold; text-align: right; layout-grid-mode: line"><div style="display: inline; font-family: Times New Roman, Times, Serif; font-weight: normal">18</div></td> <td style="text-align: center">to</td> <td> <div style="display: inline; font-family: Times New Roman, Times, Serif">39</div></td> </tr> </table> </div> <div style=" font: 10pt Times New Roman, Times, Serif; margin: 0pt 0; text-align: justify"> </div> <div style=" font: 10pt Times New Roman, Times, Serif; margin: 0pt 0; text-align: justify; text-indent: 9.35pt">Property and equipment are reviewed for impairment whenever events or changes in circumstances indicate the carrying amount of an asset may not be recoverable. Recoverability of assets to be held and used is measured by a comparison of the carrying amount of an asset to future undiscounted net cash flows expected to be generated by the asset. If such assets are considered to be impaired, the impairment to be recognized is measured by the amount by which the carrying values of the impaired assets exceed the fair value of such assets. Assets to be disposed of are reported at the lower of the carrying amount or fair value less costs to sell.</div> <div style=" font: 10pt Times New Roman, Times, Serif; margin: 0pt 0; text-align: justify; text-indent: 9.35pt"> </div> <div style=" font: italic 10pt Times New Roman, Times, Serif; margin: 0pt 0; text-align: justify">Cash Overdraft</div> <div style=" font: 10pt Times New Roman, Times, Serif; margin: 0pt 0"> </div> <div style=" font: 10pt Times New Roman, Times, Serif; margin: 0pt 0; text-align: justify; text-indent: 9.35pt">As checks are presented for payment from the Company’s primary disbursement bank account, monies are automatically drawn against cash collections for the day and, if necessary, are drawn against one of the revolving credit facilities. Any cash overdraft balance principally represents outstanding checks that as of the balance sheet date had not yet been presented for payment, net of any deposits in transit. Any cash overdraft balance is reflected in accrued liabilities on the Company’s Condensed Consolidated Balance Sheets.</div> <div style=" font: 10pt Times New Roman, Times, Serif; margin: 0pt 0; text-align: justify; text-indent: 9pt"> </div> <div style=" font: italic 10pt Times New Roman, Times, Serif; margin: 0pt 0; text-align: justify">Deferred Sales Tax</div> <div style=" font: 10pt Times New Roman, Times, Serif; margin: 0pt 0"> </div> <div style=" font: 10pt Times New Roman, Times, Serif; margin: 0pt 0; text-align: justify; text-indent: 9.35pt">Deferred sales tax represents a sales tax liability of the Company for vehicles sold on an installment basis in the states of Alabama and Texas. Under Alabama and Texas law, for vehicles sold on an installment basis the related sales tax is due as the payments are collected from the customer, rather than at the time of sale. Deferred sales tax<div style="display: inline; font-family: Times New Roman, Times, Serif"> liabilities are reflected in accrued liabilities on the Company’s Condensed Consolidated Balance Sheets.</div></div> <div style=" font: 10pt Times New Roman, Times, Serif; margin: 0pt 0; text-align: justify"><div style="display: inline; background-color: transparent"> </div></div> <div style=" font: italic 10pt Times New Roman, Times, Serif; margin: 0pt 0; text-align: justify">Income Taxes</div> <div style=" font: 10pt Times New Roman, Times, Serif; margin: 0pt 0; text-align: justify"> </div> <div style=" font: 10pt Times New Roman, Times, Serif; margin: 0pt 0; text-align: justify; text-indent: 9.35pt">Income taxes are accounted for under the liability method. Under this method, deferred income tax assets and liabilities are determined based on differences between financial reporting and tax bases of assets and liabilities, and are measured using the enacted tax rates expected to apply in the years in which these differences are expected to be recovered or settled. The quarterly provision for income taxes is determined using an estimated annual effective tax rate, which is based on expected annual taxable income, statutory tax rates and the Company’s best estimate of nontaxable and nondeductible items of income and expense.</div> <div style=" font: 10pt Times New Roman, Times, Serif; margin: 0pt 0; text-align: justify; text-indent: 9.35pt"> </div> <div style=" font: 10pt Times New Roman, Times, Serif; margin: 0pt 0; text-align: justify; text-indent: 9.35pt">Occasionally, the Company is audited by taxing authorities. These audits could result in proposed assessments of additional taxes. The Company believes that its tax positions comply in all material respects with applicable tax law. However, tax law is subject to interpretation, and interpretations by taxing authorities could be different from those of the Company, which could result in the imposition of additional taxes.</div> <div style=" font: 10pt Times New Roman, Times, Serif; margin: 0pt 0; text-align: justify; text-indent: 9.35pt"> </div> <div style=" font: 10pt Times New Roman, Times, Serif; margin: 0pt 0; text-align: justify; text-indent: 9.35pt">The Company recognizes the financial statement benefit of a tax position only after determining that the relevant tax authority would more likely than not sustain the position following an audit. For tax positions meeting the more-likely-than-not threshold, the amount recognized in the financial statements is the largest benefit that has a greater than 50 percent likelihood of being realized upon ultimate settlement with the relevant tax authority. The Company applies this methodology to all tax positions for which the statute of limitations remains open.</div> <!-- Field: Page; Sequence: 8; Value: 2 --> <div style="page-break-before: always; margin-top: 6pt; margin-bottom: 12pt"> </div> <!-- Field: /Page --> <div style=" font: 10pt Times New Roman, Times, Serif; margin: 0pt 0; text-align: justify; text-indent: 9.35pt">The Company is subject to income taxes in the U.S. federal jurisdiction and various state jurisdictions. Tax regulations within each jurisdiction are subject to the interpretation of the related tax laws and regulations and require significant judgment to apply. With few exceptions, the Company is no longer subject to U.S. federal, state and local income tax examinations by tax authorities for the years before fiscal 2013.</div> <div style=" font: 10pt Times New Roman, Times, Serif; margin: 0pt 0; text-align: justify; text-indent: 9.35pt"><div style="display: inline; background-color: transparent"> </div></div> <div style=" font: 10pt Times New Roman, Times, Serif; margin: 0pt 0; text-align: justify; text-indent: 9.35pt">The Company’s policy is to recognize accrued interest related to unrecognized tax benefits in interest expense and penalties in operating expenses. The Company had no accrued penalties or interest as of July 31, 2016 or April 30, 2016.</div> <div style=" font: 10pt Times New Roman, Times, Serif; margin: 0pt 0; text-align: justify"> </div> <div style=" font: italic 10pt Times New Roman, Times, Serif; margin: 0pt 0; text-align: justify">Revenue Recognition</div> <div style=" font: 10pt Times New Roman, Times, Serif; margin: 0pt 0; text-align: justify"> </div> <div style=" font: 10pt Times New Roman, Times, Serif; margin: 0pt 0; text-align: justify; text-indent: 9pt">Revenues are generated principally from the sale of used vehicles, which in most cases includes a service contract and a payment protection plan product, interest income and late fees earned on finance receivables. Revenues are net of taxes collected from customers and remitted to government agencies. Cost of vehicle sales include costs incurred by the Company to prepare the vehicle for sale including license and title costs, gasoline, transport services and repairs.</div> <div style=" font: 10pt Times New Roman, Times, Serif; margin: 0pt 0; text-align: justify; text-indent: 9pt"> </div> <div style=" font: 10pt Times New Roman, Times, Serif; margin: 0pt 0; text-align: justify; text-indent: 9pt">Revenues from the sale of used vehicles are recognized when financing, if applicable, has been approved, the sales contract is signed, and the customer has taken possession of the vehicle. Revenues from the sale of vehicles sold at wholesale are recognized at the time the proceeds are received. Revenues from the sale of service contracts are initially deferred and then recognized ratably over the expected duration of the product. Service contract revenues are included in sales and the related expenses are included in cost of sales. Payment protection plan revenues are initially deferred and then recognized to income using the “Rule of 78’s” interest method over the life of the contract so that revenues are recognized in proportion to the amount of cancellation protection provided. Payment protection plan revenues recognized are included in sales and related losses are included in cost of sales as incurred. Interest income is recognized on all active finance receivable accounts using the simple effective interest method. Active accounts include all accounts except those that have been paid-off or charged-off.</div> <div style=" font: 10pt Times New Roman, Times, Serif; margin: 0pt 0; text-align: justify; text-indent: 9pt"> </div> <div style=" font: 10pt Times New Roman, Times, Serif; margin: 0pt 0; text-indent: 9pt">Sales consist of the following:</div> <div style=" margin: 0"> </div> <div> <table cellpadding="0" cellspacing="0" style="border-collapse: collapse; font: 10pt Times New Roman, Times, Serif; width: 700px;"> <tr style="vertical-align: bottom"> <td style="text-align: center"> </td> <td style="padding-bottom: 1pt"> </td> <td colspan="7" style="text-align: center">Three Months Ended <br /> July 31,</td> </tr> <tr style="vertical-align: bottom"> <td style="font-style: italic; border-bottom: Black 1pt solid">(In thousands)</td> <td style="padding-bottom: 1pt; border-bottom: Black 1pt solid"> </td> <td colspan="3" style="text-align: center; border-bottom: Black 1pt solid">2016</td> <td style="padding-bottom: 1pt; border-bottom: Black 1pt solid"> </td> <td colspan="3" style="text-align: center; border-bottom: Black 1pt solid">2015</td> </tr> <tr style="vertical-align: bottom; background-color: rgb(204,238,255)"> <td style="width: 70%; text-align: left">Sales – used autos</td> <td style="width: 1%"> </td> <td style="width: 1%; text-align: left">$</td> <td style="width: 12%; text-align: right">112,735</td> <td style="width: 1%; text-align: left"> </td> <td style="width: 1%"> </td> <td style="width: 1%; text-align: left">$</td> <td style="width: 12%; text-align: right">110,647</td> <td style="width: 1%; text-align: left"> </td> </tr> <tr style="vertical-align: bottom; background-color: White"> <td style="text-align: left">Wholesales – third party</td> <td> </td> <td style="text-align: left"> </td> <td style="text-align: right">5,417</td> <td style="text-align: left"> </td> <td> </td> <td style="text-align: left"> </td> <td style="text-align: right">5,619</td> <td style="text-align: left"> </td> </tr> <tr style="vertical-align: bottom; background-color: rgb(204,238,255)"> <td style="text-align: left">Service contract sales</td> <td> </td> <td style="text-align: left"> </td> <td style="text-align: right">6,761</td> <td style="text-align: left"> </td> <td> </td> <td style="text-align: left"> </td> <td style="text-align: right">6,812</td> <td style="text-align: left"> </td> </tr> <tr style="vertical-align: bottom; background-color: White"> <td style="text-align: left; padding-bottom: 1pt">Payment protection plan revenue</td> <td style="padding-bottom: 1pt"> </td> <td style="border-bottom: Black 1pt solid; text-align: left"> </td> <td style="border-bottom: Black 1pt solid; text-align: right">4,771</td> <td style="border-bottom: Black 1pt solid; text-align: left"> </td> <td style="padding-bottom: 1pt"> </td> <td style="border-bottom: Black 1pt solid; text-align: left"> </td> <td style="border-bottom: Black 1pt solid; text-align: right">4,517</td> <td style="border-bottom: Black 1pt solid; text-align: left"> </td> </tr> <tr style="vertical-align: bottom; background-color: rgb(204,238,255)"> <td style="padding-bottom: 2.25pt">Total</td> <td style="padding-bottom: 2.25pt"> </td> <td style="border-bottom: Black 2.25pt double; text-align: left">$</td> <td style="border-bottom: Black 2.25pt double; text-align: right">129,684</td> <td style="border-bottom: Black 2.25pt double; text-align: left"> </td> <td style="padding-bottom: 2.25pt"> </td> <td style="border-bottom: Black 2.25pt double; text-align: left">$</td> <td style="border-bottom: Black 2.25pt double; text-align: right">127,595</td> <td style="border-bottom: Black 2.25pt double; text-align: left"> </td> </tr> </table> </div> <div style=" font: 10pt Times New Roman, Times, Serif; margin: 0pt 0; text-align: center; color: Red"><div style="display: inline; font-weight: bold;"> </div></div> <div style=" font: 10pt Times New Roman, Times, Serif; margin: 0pt 0; text-align: justify; text-indent: 9.35pt">At July 31, 2016 and 2015, finance receivables more than 90 days past due were approximately $1.7 million and $1.4 million, respectively. Late fee revenues totaled approximately $461,000 and $526,000 for the three months ended July 31, 2016 and 2015, respectively. Late fees are recognized when collected and are reflected in interest and other income on the Condensed Consolidated Statements of Operations.</div> <div style=" font: 10pt Times New Roman, Times, Serif; margin: 0pt 0"><div style="display: inline; background-color: transparent"><div style="display: inline; font-style: italic;"> </div></div></div> <div style=" font: italic 10pt Times New Roman, Times, Serif; margin: 0pt 0; text-align: justify">Earnings per Share</div> <div style=" font: 10pt Times New Roman, Times, Serif; margin: 0pt 0"> </div> <div style=" font: 10pt Times New Roman, Times, Serif; margin: 0pt 0; text-align: justify; text-indent: 9.35pt">Basic earnings per share are computed by dividing net income attributable to common stockholders by the average number of common shares outstanding during the period. Diluted earnings per share are computed by dividing net income attributable to common stockholders by the average number of common shares outstanding during the period plus dilutive common stock equivalents. The calculation of diluted earnings per share takes into consideration the potentially dilutive effect of common stock equivalents, such as outstanding stock options and non-vested restricted stock, which if exercised or converted into common stock would then share in the earnings of the Company. In computing diluted earnings per share, the Company utilizes the treasury stock method and anti-dilutive securities are excluded.</div> <div style=" font: 10pt Times New Roman, Times, Serif; margin: 0pt 0; text-align: justify; text-indent: 9.35pt"> </div> <div style=" font: italic 10pt Times New Roman, Times, Serif; margin: 0pt 0; text-align: justify">Stock-Based Compensation</div> <div style=" font: 10pt Times New Roman, Times, Serif; margin: 0pt 0"> </div> <div style=" font: 10pt Times New Roman, Times, Serif; margin: 0pt 0; text-align: justify; text-indent: 9.35pt">The Company recognizes the cost of employee services received in exchange for awards of equity instruments, such as stock options and restricted stock, based on the fair value of those awards at the date of grant over the requisite service period. The Company uses the Black-Scholes option pricing model to determine the fair value of stock option awards. The Company may issue either new shares or treasury shares upon exercise of these awards. Stock-based compensation plans, related expenses and assumptions used in the Black-Scholes option pricing model are more fully described in Note I. If an award contains a performance condition, expense is recognized only for those shares for which it is considered reasonably probable as of the current period end that the performance condition will be met.</div> <!-- Field: Page; Sequence: 9; Value: 2 --> <div style="page-break-before: always; margin-top: 6pt; margin-bottom: 12pt"> </div> <!-- Field: /Page --> <div style=" font: italic 10pt Times New Roman, Times, Serif; margin: 0pt 0; text-align: justify">Treasury Stock</div> <div style=" font: 10pt Times New Roman, Times, Serif; margin: 0pt 0; text-align: justify; text-indent: 9pt"> </div> <div style=" font: 10pt Times New Roman, Times, Serif; margin: 0pt 0; text-align: justify; text-indent: 9.35pt">The Company purchased 273,092 shares of its common stock to be held as treasury stock for a total cost of $7.2 million during the first three months of fiscal 2017 and 46,000 shares for a total cost of $2.3 million during the first three months of fiscal 2016. Treasury stock may be used for issuances under the Company’s stock-based compensation plans or for other general corporate purposes. During fiscal 2016, the Company established a reserve account of 10,000 shares of treasury stock to secure outstanding service contracts issued in Iowa in accordance with the regulatory requirements of that state.</div> <div style=" font: italic 10pt Times New Roman, Times, Serif; margin: 0pt 0; text-align: justify"><div style="display: inline; background-color: transparent"> </div></div> <div style=" font: italic 10pt Times New Roman, Times, Serif; margin: 0pt 0; text-align: justify">Recent Accounting Pronouncements</div> <div style=" font: 10pt Times New Roman, Times, Serif; margin: 0pt 0; text-align: justify; text-indent: 9.35pt"> </div> <div style=" font: 10pt Times New Roman, Times, Serif; margin: 0pt 0; text-align: justify; text-indent: 9.35pt">Occasionally, new accounting pronouncements are issued by the Financial Accounting Standards Board (“FASB”) or other standard setting bodies which the Company will adopt as of the specified effective date. Unless otherwise discussed, the Company believes the impact of recently issued standards which are not yet effective will not have a material impact on its consolidated financial statements upon adoption.</div> <div style=" font: 10pt Times New Roman, Times, Serif; margin: 0pt 0; text-align: justify"><div style="display: inline; background-color: transparent"> </div></div> <div style=" font: 10pt Times New Roman, Times, Serif; margin: 0pt 0; text-align: justify; text-indent: 9.35pt"><div style="display: inline; font-style: italic;">Revenue Recognition</div>. In May 2014, the FASB issued ASU 2014-09, <div style="display: inline; font-style: italic;">Revenue from Contracts with Customers</div> (Topic 606), which supersedes existing revenue recognition guidance. The new guidance in ASU 2014-09 is based on the principle that revenue is recognized to depict the transfer of goods or services to customers in an amount that reflects the consideration to which the entity expects to be entitled in exchange for those goods or services. ASU 2014-09 also requires additional disclosure about the nature, amount, timing and uncertainty of revenue and cash flows arising from customer contracts, including significant judgments and changes in judgments and assets recognized from costs incurred to obtain or fulfill a contract. In August 2015, the FASB issued ASU 2015-14, <div style="display: inline; font-style: italic;">Revenue from Contracts with Customers (Topic 606): Deferral of the Effective Date</div>, to provide entities with an additional year to implement ASU 2014-09. As a result, the guidance in ASU 2014-09 is effective for annual and interim reporting periods beginning after December 15, 2017, using one of two retrospective application methods. The Company is currently evaluating the potential effects of the adoption of this update on the consolidated financial statements.</div> <div style=" font: 10pt Times New Roman, Times, Serif; margin: 0pt 0; text-align: justify; text-indent: 9.35pt"> </div> <div style=" font: 10pt Times New Roman, Times, Serif; margin: 0pt 0; text-align: justify; text-indent: 9.35pt"><div style="display: inline; font-style: italic;">Leases</div>. In February 2016, the FASB issued ASU 2016-02, <div style="display: inline; font-style: italic;">Leases</div>. The new guidance requires that lessees recognize all leases, including operating leases, with a term greater than 12 months on-balance sheet and also requires disclosure of key information about leasing transactions. The guidance in ASU 2016-02 is effective for annual and interim reporting periods beginning after December 15, 2018. The Company is currently evaluating the potential effects of the adoption of this guidance on the consolidated financial statements.</div> <div style=" font: 10pt Times New Roman, Times, Serif; margin: 0pt 0; text-align: justify; text-indent: 9.35pt"> </div> <div style=" font: 10pt Times New Roman, Times, Serif; margin: 0pt 0; text-align: justify; text-indent: 9.35pt"><div style="display: inline; font-family: Times New Roman, Times, Serif"><div style="display: inline; font-style: italic;">Stock Compensation</div>. </div>In March 2016, the FASB issued ASU 2016-09, <div style="display: inline; font-style: italic;">Improvements to Employee Share-Based Payment Accounting</div>, which aims to simplify aspects of accounting for share-based payment transactions, including: presenting the excess tax benefit or deficit from the exercise or vesting of share-based payments in the income statement, a revision to the criteria for classifying an award as equity or liability, an option to recognize gross stock compensation expense with actual forfeitures recognized as they occur, and certain classifications on the statement of cash flows. In addition, the new guidance eliminates the excess tax benefit from the assumed proceeds calculation under the treasury stock method for purposes of calculating diluted shares. ASU 2016-09 is effective for annual and interim reporting periods beginning after December 15, 2016. Certain provisions of ASU 2016-09 are required to be adopted prospectively, notably the requirement to recognize the excess tax benefit or deficit in the income statement, while other provisions require modified retrospective application or in some cases full retrospective application. <div style="display: inline; font-family: Times New Roman, Times, Serif">The Company is currently evaluating the potential effects of the adoption of this guidance on the consolidated financial statements.</div></div> <div style=" font: 10pt Times New Roman, Times, Serif; margin: 0pt 0; text-align: justify; text-indent: 9.35pt"> </div> <div style=" font: 10pt Times New Roman, Times, Serif; margin: 0pt 0; text-align: justify; text-indent: 9.35pt"><div style="display: inline; font-style: italic;">Credit Losses</div>. In June 2016, the FASB issued ASU 2016-13, <div style="display: inline; font-style: italic;">Financial Instruments — Credit Losses</div> (Topic 326). ASU 2016-13 requires financial assets such as loans to be presented net of an allowance for credit losses that reduces the cost basis to the amount expected to be collected over the estimated life. Expected credit losses will be measured based on historical experience and current conditions, as well as forecasts of future conditions that affect the collectability of the reported amount. ASU 2016-13 is effective for annual and interim reporting periods beginning after December 15, 2019, using a modified retrospective approach. The Company is currently evaluating the potential effects of the adoption of this guidance on the consolidated financial statements.</div> <div style=" font: 10pt Times New Roman, Times, Serif; margin: 0pt 0; text-align: justify"><div style="display: inline; background-color: transparent"> </div></div> <div style=" font: italic 10pt Times New Roman, Times, Serif; margin: 0pt 0; text-align: justify">Reclassifications</div> <div style=" font: 10pt Times New Roman, Times, Serif; margin: 0pt 0; text-align: justify; text-indent: 9.35pt"> </div> <div style=" font: 10pt Times New Roman, Times, Serif; margin: 0pt 0; text-align: justify; text-indent: 9pt">The Company has made reclassifications to certain amounts in the accompanying Condensed Consolidated Balance Sheet as of April 30, 2016. The reclassifications did not have an impact on net income or earnings per share.</div></div>3750177502730924600072000002300000229295000228717000229395000228817000194000040000040000049258324652740148700000141535000<div style="display: inline; font-family: times new roman; font-size: 10pt"><div style="display: inline; font-family: times new roman; font-size: 10pt"><div style="display: inline; font-family: times new roman; font-size: 10pt"><div style="display: inline; font-family: times new roman; font-size: 10pt"><div style="display: inline; font-family: times new roman; font-size: 10pt"><div style="display: inline; font-family: times new roman; font-size: 10pt"><div style=" font: italic 10pt Times New Roman, Times, Serif; margin: 0pt 0; text-align: justify">Use of Estimates</div><div style=" font: 10pt Times New Roman, Times, Serif; margin: 0pt 0; text-align: justify"><div style="display: inline; font-style: italic;"> </div></div><div style=" font: 10pt Times New Roman, Times, Serif; margin: 0pt 0; text-align: justify; text-indent: 9pt">The preparation of financial statements in conformity with accounting principles generally accepted in the United States of America requires management to make estimates and assumptions that affect the reported amounts of assets and liabilities and disclosure of contingent assets and liabilities at the date of the financial statements, and the reported amounts of revenues and expenses during the period. Actual results could differ from those estimates. 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Periodic Paymentus-gaap_CashAndCashEquivalentsPeriodIncreaseDecreaseDecrease in cash and cash equivalentsProvision for credit lossesProvision for credit lossescrmt_ShareBasedCompensationArrangementByShareBasedPaymentAwardOptionsGrantsInPeriodGrantDateFairValueShare-based Compensation Arrangement by Share-based Payment Award, Options, Grants in Period, Grant Date Fair ValueThe grant-date fair value of options granted during the reporting period as calculated by applying the disclosed option pricing methodology.us-gaap_DebtInstrumentFaceAmountDebt Instrument, Face Amountcrmt_NumberOfStockOptionPlansNumber of Stock Option PlansNumber of stock option plans the company has.Commitments and Contingencies Disclosure [Text Block]Non-controlling interestStock Incentive Plan [Member]Stock Incentive Plan of the company.London Interbank Offered Rate (LIBOR) [Member]us-gaap_CommonStockCapitalSharesReservedForFutureIssuanceCommon Stock, Capital Shares Reserved for Future 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Limitations Minimum Percentage of Aggregate Funds AvailableRepresents the distribution limitations, minimum percentage of aggregate funds available.Schedule of Accounts, Notes, Loans and Financing Receivable [Table Text Block]crmt_FinancingReceivableInterestRateFinancing Receivable Interest RateRepresents the interest rate on installment sale contracts.Preferred stock, shares issued (in shares)Preferred stock, par value $.01 per share, 1,000,000 shares authorized; none issued or outstandingSchedule of Long-term Debt Instruments [Table Text Block]Preferred stock, par value (in dollars per share)Preferred stock, shares authorized (in shares)us-gaap_ProceedsFromIssuanceOfCommonStockIssuance of common stockCost of salesExercise of stock optionsTreasury stock, shares (in shares)us-gaap_PaymentsForRepurchaseOfCommonStockPurchase of common stockCommon stock, par value $.01 per share, 50,000,000 shares authorized; 12,731,779 and 12,726,560 issued at July 31, 2016 and April 30, 2016, respectively, of which 7,805,947 and 8,073,820 were outstanding at July 31, 2016 and April 30, 2016, respectivelyus-gaap_ProceedsFromStockOptionsExercisedCash received from option exercisesSignificant Accounting Policies [Text Block]Common stock, shares issued (in shares)Common stock, shares authorized (in shares)Accounting Policies [Abstract]Cash and Cash Equivalents, Policy [Policy Text Block]us-gaap_PaymentsOfDividendsDividend paymentsStatement [Line Items]us-gaap_PolicyTextBlockAbstractAccounting PoliciesExcess tax benefit from share based compensationRevenues:Finance, Loans and Leases Receivable, Policy [Policy Text Block]Fair Value Disclosures [Text Block]Fair Value, by Balance Sheet Grouping [Table Text Block]us-gaap_LoansReceivableFairValueDisclosureFinance receivables, netus-gaap_NetCashProvidedByUsedInFinancingActivitiesNet cash provided by financing activitiescrmt_FinancingReceivable30To60DaysPastDuePercentOfPortfolio30 - 60 days past due, Percent of PortfolioFinancing receivable, 30 to 60 days past due, percent of portfolio.crmt_FinancingReceivableRecordedInvestment30To60DaysPastDue30 - 60 days past due, Principal BalanceFinancing receivables that are less than 61 days past due but more than 29 days past due.crmt_FinancingReceivable3To29DaysPastDuePercentOfPortfolio3 - 29 days past due, Percent of PortfolioFinancing receivable, 3 to 29 days past due, percent of portfolio.crmt_FinancingReceivableRecordedInvestment3To29DaysPastDue3 - 29 days past due, Principal BalanceFinancing receivables that are less than 3-29 days past due.crmt_FinanceReceivableOriginationsFinance receivable originationsRepresents finance receivable origination.crmt_FinancingReceivable61To90DaysPastDuePercentOfPortfolio61 - 90 days past due, Percent of PortfolioFinancing receivable, 61 to 90 days past due, percent of portfolio.crmt_FinancingReceivableRecordedInvestment61To90DaysPastDue61 - 90 days past due, Principal BalanceFinancing receivables that are less than 91 days past due but more than 60 days past due.crmt_PaymentProtectionPlanLossesLosses on claims for payment protection planThe expense charged against earnings for the period pertaining to debt cancellation under the payment protection plan.crmt_FinancingReceivableCurrentPercentOfPortfolioCurrent, Percent of PortfolioFinancing receivable, current, percent of portfolio.Payment Protection Plan Revenue [Member]Payment protection plan revenue.Service Contract Sales [Member]Service contract sales.Deferred RevenueDeferred RevenueEstimate of Fair Value Measurement [Member]Measurement Basis [Axis]Fair Value Measurement [Domain]Debt Disclosure [Text Block]crmt_FinancingReceivablePercentOfPortfolioTotal, Percent of PortfolioFinancing receivable, percent of portfolio.crmt_FinancingReceivableGreaterThan90DaysPastDuePercentOfPortfolio> 90 days past due, Percent of PortfolioFinancing receivable, greater than 90 days past due, percent of portfolio.us-gaap_LinesOfCreditFairValueDisclosureRevolving credit facilities and notes payablecrmt_OriginationsOfFinancingReceivablesFinance receivable originationsRepresents the increase in financing receivables due to the origination of new finance receivables.us-gaap_InterestPaidInterest paidcrmt_FinancingReceivableAverageDaysPastDueAtChargeOffFinancing Receivable, Average Days Past Due At Charge OffAverage days past due at charge off of financing receivable.Adjustments to reconcile net income to net cash provided by (used in) operating activities:crmt_AllowanceForCreditLossesPrimaryFactorUnitsRepossessedOrChargedOffEvaluationPeriodAllowance for Credit Losses, Primary Factor Units Repossessed or Charged Off Evaluation PeriodHistorical period of time to evaluate units repossessed or charged-off.crmt_FinancingReceivableRecordedInvestmentGreaterThan90DaysPastDueFinancing Receivable, Recorded Investment Greater Than 90 Days Past DueFinancing receivables that are greater than 90 days past due.Accounts payablecrmt_AverageAgeOfAccountAtChargeOffDateAverage Age of 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receivables.us-gaap_LiabilitiesTotal liabilitiescrmt_CollectionsAsPercentageOfAverageFinancingReceivablesCollections as Percentage of Average Financing ReceivablesRepresents the percentage of average financing receivables collected during the reported period.InventoryCommitments and contingencies (Note J)crmt_FinancingReceivablePaymentPeriodFinancing Receivable Payment PeriodRepresents the payment period on installment sale contracts from the sale of used vehicles.Treasury Stock [Policy Text Block]Represents the treasury stock accounting policy.Deferred Sales Tax [Policy Text Block]Represents the disclosure of accounting policy for deferred sales tax.Cash Overdraft [Policy Text Block]Represents the disclosure of policy for cash overdrafts.Line of Credit Facility, Dividend Restrictions [Policy Text Block]Represents the policy of line of credit facility dividend restrictions.Mandatorily redeemable preferred stockEquity:crmt_PercentageOfReceivableChargeOffsPercentage of Receivable Charge-OffsRepresents the percentage of receivable charge offs.us-gaap_ExcessTaxBenefitFromShareBasedCompensationOperatingActivitiesExcess tax benefit from share based compensationus-gaap_ShareBasedCompensationStock based compensationus-gaap_CostsAndExpensesTotal costs and expensesRevenue from External Customers by Products and Services [Table Text Block]Costs and expenses:crmt_FinancingReceivableGreaterThanOrEqualTo30DaysPastDuePercentOfPortfolioFinancing Receivable, Greater Than or Equal to 30 Days Past Due, Percent of PortfolioFinancing receivable, percent of portfolio greater than or equal to 30 days past due.crmt_FinanceReceivablesCustomerPaymentsDueEitherWeeklyOrBiWeeklyPercentageFinance Receivables, Customer Payments Due Either Weekly or Bi-Weekly, PercentagePercentage of of customer payments on Finance Receivables due either weekly or bi-weekly.crmt_DividendRestrictionsMaximumAggregateAmountOfStockRepurchasesDividend Restrictions Maximum Aggregate Amount of Stock RepurchasesMaximum amount of stock repurchases in connection with the distribution limitations in fifth amendment related to repurchases of the Company’s stock.crmt_FinanceReceivablesNumberOfLoanClassesFinance Receivables, Number of Loan ClassesNumber of loan classes of finance receivables.Additional paid-in capitalAggregate amountLine of Credit Facility, Maximum Borrowing Capacityus-gaap_NumberOfReportableSegmentsNumber of Reportable Segmentsus-gaap_DeferredDiscountsFinanceChargesAndInterestIncludedInReceivablesLess unearned finance chargescrmt_FairValueInputsDiscountRateIntercompanyTransactionsFair Value Inputs, Discount Rate, Intercompany TransactionsInterest rate used to find the present value of an amount to be paid or received in the future for intercompany transactions.us-gaap_DeferredIncomeTaxExpenseBenefitDeferred income taxesMaturitycrmt_FinanceReceivablesNumberOfRiskPoolsFinance Receivables, Number of Risk PoolsNumber of risk pools of finance 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IDEA: XBRL DOCUMENT
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This is focus fiscal period of the document report. For a first quarter 2006 quarterly report, which may also provide financial information from prior periods, the first fiscal quarter should be given as the fiscal period focus. Values: FY, Q1, Q2, Q3, Q4, H1, H2, M9, T1, T2, T3, M8, CY.
This is focus fiscal year of the document report in CCYY format. For a 2006 annual report, which may also provide financial information from prior periods, fiscal 2006 should be given as the fiscal year focus. Example: 2006.
Line items represent financial concepts included in a table. These concepts are used to disclose reportable information associated with domain members defined in one or many axes to the table.
The end date of the period reflected on the cover page if a periodic report. For all other reports and registration statements containing historical data, it is the date up through which that historical data is presented. If there is no historical data in the report, use the filing date. The format of the date is CCYY-MM-DD.
The type of document being provided (such as 10-K, 10-Q, 485BPOS, etc). The document type is limited to the same value as the supporting SEC submission type, or the word "Other".
Indicate number of shares or other units outstanding of each of registrant's classes of capital or common stock or other ownership interests, if and as stated on cover of related periodic report. Where multiple classes or units exist define each class/interest by adding class of stock items such as Common Class A [Member], Common Class B [Member] or Partnership Interest [Member] onto the Instrument [Domain] of the Entity Listings, Instrument.
Indicate "Yes" or "No" whether registrants (1) have filed all reports required to be filed by Section 13 or 15(d) of the Securities Exchange Act of 1934 during the preceding 12 months (or for such shorter period that registrants were required to file such reports), and (2) have been subject to such filing requirements for the past 90 days. This information should be based on the registrant's current or most recent filing containing the related disclosure.
Indicate whether the registrant is one of the following: (1) Large Accelerated Filer, (2) Accelerated Filer, (3) Non-accelerated Filer, (4) Smaller Reporting Company (Non-accelerated) or (5) Smaller Reporting Accelerated Filer. Definitions of these categories are stated in Rule 12b-2 of the Exchange Act. This information should be based on the registrant's current or most recent filing containing the related disclosure.
Indicate "Yes" or "No" if the registrant is a well-known seasoned issuer, as defined in Rule 405 of the Securities Act. Is used on Form Type: 10-K, 10-Q, 8-K, 20-F, 6-K, 10-K/A, 10-Q/A, 20-F/A, 6-K/A, N-CSR, N-Q, N-1A.
Carrying value as of the balance sheet date of liabilities incurred (and for which invoices have typically been received) and payable to vendors for goods and services received that are used in an entity's business.
Carrying value as of the balance sheet date of obligations incurred and payable, pertaining to costs that are statutory in nature, are incurred on contractual obligations, or accumulate over time and for which invoices have not yet been received or will not be rendered. Examples include taxes, interest, rent and utilities.
Value received from shareholders in common stock-related transactions that are in excess of par value or stated value and amounts received from other stock-related transactions. Includes only common stock transactions (excludes preferred stock transactions). May be called contributed capital, capital in excess of par, capital surplus, or paid-in capital.
Sum of the carrying amounts as of the balance sheet date of all assets that are recognized. Assets are probable future economic benefits obtained or controlled by an entity as a result of past transactions or events.
Amount of currency on hand as well as demand deposits with banks or financial institutions. Includes other kinds of accounts that have the general characteristics of demand deposits. Also includes short-term, highly liquid investments that are both readily convertible to known amounts of cash and so near their maturity that they present insignificant risk of changes in value because of changes in interest rates. Excludes cash and cash equivalents within disposal group and discontinued operation.
Represents the caption on the face of the balance sheet to indicate that the entity has entered into (1) purchase or supply arrangements that will require expending a portion of its resources to meet the terms thereof, and (2) is exposed to potential losses or, less frequently, gains, arising from (a) possible claims against a company's resources due to future performance under contract terms, and (b) possible losses or likely gains from uncertainties that will ultimately be resolved when one or more future events that are deemed likely to occur do occur or fail to occur.
Aggregate par or stated value of issued nonredeemable common stock (or common stock redeemable solely at the option of the issuer). This item includes treasury stock repurchased by the entity. Note: elements for number of nonredeemable common shares, par value and other disclosure concepts are in another section within stockholders' equity.
Amount of deferred revenue as of balance sheet date. Deferred revenue represents collections of cash or other assets related to a revenue producing activity for which revenue has not yet been recognized. Generally, an entity records deferred revenue when it receives consideration from a customer before achieving certain criteria that must be met for revenue to be recognized in conformity with GAAP.
Amount after accumulated impairment loss of an asset representing future economic benefits arising from other assets acquired in a business combination that are not individually identified and separately recognized.
Carrying amount as of the balance sheet date of income taxes previously overpaid to tax authorities (such as U.S. Federal, state and local tax authorities) representing refunds of overpayments or recoveries based on agreed-upon resolutions of disputes. Also called income tax refund receivable.
Sum of the carrying amounts as of the balance sheet date of all liabilities that are recognized. Liabilities are probable future sacrifices of economic benefits arising from present obligations of an entity to transfer assets or provide services to other entities in the future.
The carrying value as of the balance sheet date of the current and noncurrent portions of long-term obligations drawn from a line of credit, which is a bank's commitment to make loans up to a specific amount. Examples of items that might be included in the application of this element may consist of letters of credit, standby letters of credit, and revolving credit arrangements, under which borrowings can be made up to a maximum amount as of any point in time conditional on satisfaction of specified terms before, as of and after the date of drawdowns on the line. Includes short-term obligations that would normally be classified as current liabilities but for which (a) postbalance sheet date issuance of a long term obligation to refinance the short term obligation on a long term basis, or (b) the enterprise has entered into a financing agreement that clearly permits the enterprise to refinance the short-term obligation on a long term basis and the following conditions are met (1) the agreement does not expire within 1 year and is not cancelable by the lender except for violation of an objectively determinable provision, (2) no violation exists at the BS date, and (3) the lender has entered into the financing agreement is expected to be financially capable of honoring the agreement.
Total of all stockholders' equity (deficit) items, net of receivables from officers, directors, owners, and affiliates of the entity which is directly or indirectly attributable to that ownership interest in subsidiary equity which is not attributable to the parent (that is, noncontrolling interest, previously referred to as minority interest).
Net amount of the investment in a contractual right to receive money on demand or on fixed or determinable dates that is recognized as an asset in the creditor's statement of financial position. Examples include, but are not limited to, credit card receivables, notes receivable and receivables relating to lessor's rights to payments from leases other than operating leases that have been recorded as assets. Excludes trade accounts receivable with contractual maturity of one year or less and arose from the sale of goods or services.
Aggregate par or stated value of issued nonredeemable preferred stock (or preferred stock redeemable solely at the option of the issuer). This item includes treasury stock repurchased by the entity. Note: elements for number of nonredeemable preferred shares, par value and other disclosure concepts are in another section within stockholders' equity.
Amount after accumulated depreciation, depletion and amortization of physical assets used in the normal conduct of business to produce goods and services and not intended for resale. Examples include, but are not limited to, land, buildings, machinery and equipment, office equipment, and furniture and fixtures.
Total of all stockholders' equity (deficit) items, net of receivables from officers, directors, owners, and affiliates of the entity which are attributable to the parent. The amount of the economic entity's stockholders' equity attributable to the parent excludes the amount of stockholders' equity which is allocable to that ownership interest in subsidiary equity which is not attributable to the parent (noncontrolling interest, minority interest). This excludes temporary equity and is sometimes called permanent equity.
Amount of stockholders' equity (deficit), net of receivables from officers, directors, owners, and affiliates of the entity, attributable to both the parent and noncontrolling interests. Amount excludes temporary equity. Alternate caption for the concept is permanent equity.
Carrying value as of the balance sheet date of obligations incurred and payable for statutory income, sales, use, payroll, excise, real, property and other taxes.
Carrying amount, attributable to parent, of an entity's issued and outstanding stock which is not included within permanent equity. Temporary equity is a security with redemption features that are outside the control of the issuer, is not classified as an asset or liability in conformity with GAAP, and is not mandatorily redeemable. Includes any type of security that is redeemable at a fixed or determinable price or on a fixed or determinable date or dates, is redeemable at the option of the holder, or has conditions for redemption which are not solely within the control of the issuer. Includes stock with a put option held by an ESOP and stock redeemable by a holder only in the event of a change in control of the issuer.
The amount allocated to treasury stock. Treasury stock is common and preferred shares of an entity that were issued, repurchased by the entity, and are held in its treasury.
Total number of common shares of an entity that have been sold or granted to shareholders (includes common shares that were issued, repurchased and remain in the treasury). These shares represent capital invested by the firm's shareholders and owners, and may be all or only a portion of the number of shares authorized. Shares issued include shares outstanding and shares held in the treasury.
The maximum number of nonredeemable preferred shares (or preferred stock redeemable solely at the option of the issuer) permitted to be issued by an entity's charter and bylaws.
Total number of nonredeemable preferred shares (or preferred stock redeemable solely at the option of the issuer) issued to shareholders (includes related preferred shares that were issued, repurchased, and remain in the treasury). May be all or portion of the number of preferred shares authorized. Excludes preferred shares that are classified as debt.
Aggregate share number for all nonredeemable preferred stock (or preferred stock redeemable solely at the option of the issuer) held by stockholders. Does not include preferred shares that have been repurchased.
Number of common and preferred shares that were previously issued and that were repurchased by the issuing entity and held in treasury on the financial statement date. This stock has no voting rights and receives no dividends.
The current period expense charged against earnings on long-lived, physical assets not used in production, and which are not intended for resale, to allocate or recognize the cost of such assets over their useful lives; or to record the reduction in book value of an intangible asset over the benefit period of such asset; or to reflect consumption during the period of an asset that is not used in production.
The amount of net income (loss) for the period available to each share of common stock or common unit outstanding during the reporting period and to each share or unit that would have been outstanding assuming the issuance of common shares or units for all dilutive potential common shares or units outstanding during the reporting period.
Total revenue from sale of goods and services rendered during the reporting period, in the normal course of business, reduced by sales returns and allowances, and sales discounts.
The aggregate total costs related to selling a firm's product and services, as well as all other general and administrative expenses. Direct selling expenses (for example, credit, warranty, and advertising) are expenses that can be directly linked to the sale of specific products. Indirect selling expenses are expenses that cannot be directly linked to the sale of specific products, for example telephone expenses, Internet, and postal charges. General and administrative expenses include salaries of non-sales personnel, rent, utilities, communication, etc.
The average number of shares or units issued and outstanding that are used in calculating diluted EPS or earnings per unit (EPU), determined based on the timing of issuance of shares or units in the period.
Number of [basic] shares or units, after adjustment for contingently issuable shares or units and other shares or units not deemed outstanding, determined by relating the portion of time within a reporting period that common shares or units have been outstanding to the total time in that period.
Amount of currency on hand as well as demand deposits with banks or financial institutions. Includes other kinds of accounts that have the general characteristics of demand deposits. Also includes short-term, highly liquid investments that are both readily convertible to known amounts of cash and so near their maturity that they present insignificant risk of changes in value because of changes in interest rates. Excludes cash and cash equivalents within disposal group and discontinued operation.
Amount of increase (decrease) in cash and cash equivalents. Cash and cash equivalents are the amount of currency on hand as well as demand deposits with banks or financial institutions. Includes other kinds of accounts that have the general characteristics of demand deposits. Also includes short-term, highly liquid investments that are both readily convertible to known amounts of cash and so near their maturity that they present insignificant risk of changes in value because of changes in interest rates. Includes effect from exchange rate changes.
The aggregate expense recognized in the current period that allocates the cost of tangible assets, intangible assets, or depleting assets to periods that benefit from use of the assets.
Amount of cash inflow from realized tax benefit related to deductible compensation cost reported on the entity's tax return for equity instruments in excess of the compensation cost for those instruments recognized for financial reporting purposes.
Amount of cash outflow for realized tax benefit related to deductible compensation cost reported on the entity's tax return for equity instruments in excess of the compensation cost for those instruments recognized for financial reporting purposes.
The increase (decrease) during the reporting period in the amounts payable to vendors for goods and services received and the amount of obligations and expenses incurred but not paid.
The increase (decrease) during the period in the amount due for taxes based on the reporting entity's earnings or attributable to the entity's income earning process (business presence) within a given jurisdiction.
The increase (decrease) during the reporting period, excluding the portion taken into income, in the liability reflecting revenue yet to be earned for which cash or other forms of consideration was received or recorded as a receivable.
The increase (decrease) during the reporting period in the aggregate value of all inventory held by the reporting entity, associated with underlying transactions that are classified as operating activities.
Amount of cash inflow (outflow) from financing activities, including discontinued operations. Financing activity cash flows include obtaining resources from owners and providing them with a return on, and a return of, their investment; borrowing money and repaying amounts borrowed, or settling the obligation; and obtaining and paying for other resources obtained from creditors on long-term credit.
Amount of cash inflow (outflow) from investing activities, including discontinued operations. Investing activity cash flows include making and collecting loans and acquiring and disposing of debt or equity instruments and property, plant, and equipment and other productive assets.
Amount of cash inflow (outflow) from operating activities, including discontinued operations. Operating activity cash flows include transactions, adjustments, and changes in value not defined as investing or financing activities.
The cash outflow associated with the acquisition of long-lived, physical assets that are used in the normal conduct of business to produce goods and services and not intended for resale; includes cash outflows to pay for construction of self-constructed assets.
The total cash inflow associated with the amount received from holders to acquire the entity's shares under incentive and share awards, including stock option exercises. This item inherently excludes any excess tax benefit, which the entity may have realized and reported separately.
Amount of cash inflow from contractual arrangement with the lender, including but not limited to, letter of credit, standby letter of credit and revolving credit arrangements.
The net cash inflow or outflow from the excess drawing from an existing cash balance, which will be honored by the bank but reflected as a loan to the drawer.
Amount of cash outflow for payment of an obligation from a lender, including but not limited to, letter of credit, standby letter of credit and revolving credit arrangements.
The aggregate amount of noncash, equity-based employee remuneration. This may include the value of stock or unit options, amortization of restricted stock or units, and adjustment for officers' compensation. As noncash, this element is an add back when calculating net cash generated by operating activities using the indirect method.
America’s Car-Mart, Inc., a Texas corporation (the “Company”), is one of the largest publicly held automotive retailers in the United States focused exclusively on the “Integrated Auto Sales and Finance” segment of the used car market. References to the Company typically include the Company’s consolidated subsidiaries. The Company’s operations are principally conducted through its two operating subsidiaries, America’s Car Mart, Inc., an Arkansas corporation (“Car-Mart of Arkansas”), and Colonial Auto Finance, Inc., an Arkansas corporation (“Colonial”). The Company primarily sells older model used vehicles and provides financing for substantially all of its customers. Many of the Company’s customers have limited financial resources and would not qualify for conventional financing as a result of limited credit histories or past credit problems. As of July 31, 2016, the Company operated 143 dealerships located primarily in small cities throughout the South-Central United States.
The accompanying condensed consolidated balance sheet as of April 30, 2016, which has been derived from audited financial statements, and the unaudited interim condensed financial statements as of July 31, 2016 and 2015, have been prepared in accordance with generally accepted accounting principles for interim financial information and in accordance with the instructions to Form 10-Q and Article 10 of Regulation S-X. Accordingly, they do not include all of the information and footnotes required by accounting principles generally accepted in the United States of America for complete financial statements. In the opinion of management, all adjustments (consisting of normal recurring accruals) considered necessary for a fair presentation have been included. Operating results for the three months ended July 31, 2016 are not necessarily indicative of the results that may be expected for the year ending April 30, 2017. For further information, refer to the consolidated financial statements and footnotes thereto included in the Company’s annual report on Form 10-K for the year ended April 30, 2016.
Principles of Consolidation
The consolidated financial statements include the accounts of America’s Car-Mart, Inc. and its subsidiaries. All intercompany accounts and transactions have been eliminated.
Segment Information
Each dealership is an operating segment with its results regularly reviewed by the Company’s chief operating decision maker in an effort to make decisions about resources to be allocated to the segment and to assess its performance. Individual dealerships meet the aggregation criteria for reporting purposes under the current accounting guidance. The Company operates in the Integrated Auto Sales and Finance segment of the used car market, also referred to as the Integrated Auto Sales and Finance industry. In this industry, the nature of the sale and the financing of the transaction, financing processes, the type of customer and the methods used to distribute the Company’s products and services, including the actual servicing of the contracts as well as the regulatory environment in which the Company operates, all have similar characteristics. Each of our individual dealerships is similar in nature and only engages in the selling and financing of used vehicles. All individual dealerships have similar operating characteristics. As such, individual dealerships have been aggregated into one reportable segment.
Use of Estimates
The preparation of financial statements in conformity with accounting principles generally accepted in the United States of America requires management to make estimates and assumptions that affect the reported amounts of assets and liabilities and disclosure of contingent assets and liabilities at the date of the financial statements, and the reported amounts of revenues and expenses during the period. Actual results could differ from those estimates. Significant estimates include, but are not limited to, the Company’s allowance for credit losses.
Concentration of Risk
The Company provides financing in connection with the sale of substantially all of its vehicles. These sales are made primarily to customers residing in Alabama, Arkansas, Georgia, Kentucky, Mississippi, Missouri, Oklahoma, Tennessee, and Texas, with approximately 31% of revenues resulting from sales to Arkansas customers.
Periodically, the Company maintains cash in financial institutions in excess of the amounts insured by the federal government. The Company’s revolving credit facilities mature in October 2017. The Company expects that these credit facilities will be renewed or refinanced on or before the scheduled maturity dates.
Restrictions on Distributions/Dividends
The Company’s revolving credit facilities generally restrict distributions by the Company to its shareholders. The distribution limitations under the Credit Facilities allow the Company to repurchase the Company’s stock so long as: either (a) the aggregate amount of such repurchases does not exceed $40 million beginning October 8, 2014 and the sum of borrowing bases combined minus the principal balances of all revolver loans after giving effect to such repurchases is equal to or greater than 30% of the sum of the borrowing bases, or (b) the aggregate amount of such repurchases does not exceed 75% of the consolidated net income of the Company measured on a trailing twelve month basis; provided that immediately before and after giving effect to the stock repurchases, at least 12.5% of the aggregate funds committed under the credit facilities remain available. Thus, the Company is limited in its ability to pay dividends or make other distributions to its shareholders without the consent of the Company’s lenders.
Cash Equivalents
The Company considers all highly liquid debt instruments purchased with original maturities of three months or less to be cash equivalents.
Finance Receivables, Repossessions and Charge-offs and Allowance for Credit Losses
The Company originates installment sale contracts from the sale of used vehicles at its dealerships. These installment sale contracts typically carry an interest rate of 15% using the simple effective interest method including any deferred fees. In May 2016, the Company increased its retail installment sales contract interest rate from 15.0% to 16.5% in response to continued high levels of credit losses. Contract origination costs are not significant.
The installment sale contracts are not pre-computed contracts whereby borrowers are obligated to pay back principal plus the full amount of interest that will accrue over the entire term of the contract. Finance receivables are collateralized by vehicles sold and consist of contractually scheduled payments from installment contracts net of unearned finance charges and an allowance for credit losses. Unearned finance charges represent the balance of interest receivable to be earned over the entire term of the related installment contract, less the earned amount ($2.2 million at July 31, 2016 and $1.7 million April 30, 2016 on the Condensed Consolidated Balance Sheets), and as such, have been reflected as a reduction to the gross contract amount in arriving at the principal balance in finance receivables
.
An account is considered delinquent when the customer is one day or more behind on their contractual payments. While the Company does not formally place contracts on nonaccrual status, the immaterial amount of interest that may accrue after an account becomes delinquent up until the point of resolution via repossession or write-off, is reserved for against the accrued interest on the Condensed Consolidated Balance Sheets. Delinquent contracts are addressed and either made current by the customer, which is the case in most situations, or the vehicle is repossessed or written off if the collateral cannot be recovered quickly. Customer payments are set to match their payday with approximately 73% of payments due on either a weekly or bi-weekly basis. The frequency of the payment due dates combined with the declining value of collateral lead to prompt resolutions on problem accounts.
At July 31, 2016, 4.4% of the Company’s finance receivable balances were 30 days or more past due compared to 3.8% at July 31, 2015.
Substantially all of the Company’s automobile contracts involve contracts made to individuals with impaired or limited credit histories or higher debt-to-income ratios than permitted by traditional lenders. Contracts made with buyers who are restricted in their ability to obtain financing from traditional lenders generally entail a higher risk of delinquency, default and repossession, and higher losses than contracts made with buyers with better credit.
The Company strives to keep its delinquency percentages low, and not to repossess vehicles. Accounts two days late are sent a notice in the mail. Accounts three days late are contacted by telephone. Notes from each telephone contact are electronically maintained in the Company’s computer system. The Company attempts to resolve payment delinquencies amicably prior to repossessing a vehicle. If a customer becomes severely delinquent in his or her payments, and management determines that timely collection of future payments is not probable, the Company will take steps to repossess the vehicle. Periodically, the Company enters into contract modifications with its customers to extend or modify the payment terms. The Company only enters into a contract modification or extension if it believes such action will increase the amount of monies the Company will ultimately realize on the customer’s account and will increase the likelihood of the customer being able to pay off the vehicle contract. At the time of modification, the Company expects to collect amounts due including accrued interest at the contractual interest rate for the period of delay. No other concessions beyond the extension of additional time are granted to customers at the time of modifications. Modifications are minor and are made for payday changes, minor vehicle repairs and other reasons. For those vehicles that are repossessed, the majority are returned or surrendered by the customer on a voluntary basis. Other repossessions are performed by Company personnel or third party repossession agents. Depending on the condition of a repossessed vehicle, it is either resold on a retail basis through a Company dealership, or sold for cash on a wholesale basis primarily through physical or online auctions.
The Company takes steps to repossess a vehicle when the customer becomes delinquent in his or her payments and management determines that timely collection of future payments is not probable. Accounts are charged-off after the expiration of a statutory notice period for repossessed accounts, or when management determines that the timely collection of future payments is not probable for accounts where the Company has been unable to repossess the vehicle. For accounts with respect to which the vehicle was repossessed, the fair value of the repossessed vehicle is charged as a reduction of the gross finance receivables balance charged-off. For the quarter ended July 31, 2016, on average, accounts were approximately 60 days past due at the time of charge-off. For previously charged-off accounts that are subsequently recovered, the amount of such recovery is credited to the allowance for credit losses.
The Company maintains an allowance for credit losses on an aggregate basis at a level it considers sufficient to cover estimated losses inherent in the portfolio at the balance sheet date in the collection of its finance receivables currently outstanding. At July 31, 2016, the weighted average total contract term was 31.7 months with 23.3 months remaining. The reserve amount in the allowance for credit losses at July 31, 2016, $108.0 million, was 25% of the principal balance in finance receivables of $460.6 million, less unearned payment protection plan revenue of $18.1 million and unearned service contract revenue of $10.4 million.
The estimated reserve amount is the Company’s anticipated future net charge-offs for losses incurred through the balance sheet date. The allowance takes into account historical credit loss experience (both timing and severity of losses), with consideration given to recent credit loss trends and changes in contract characteristics (i.e., average amount financed, months outstanding at loss date, term and age of portfolio), delinquency levels, collateral values, economic conditions and underwriting and collection practices. The allowance for credit losses is reviewed at least quarterly by management with any changes reflected in current operations. The calculation of the allowance for credit losses uses the following primary factors:
•
The number of units repossessed or charged-off as a percentage of total units financed over specific historical periods of time from one year to five years.
•
The average net repossession and charge-off loss per unit during the last eighteen months segregated by the number of months since the contract origination date and adjusted for the expected future average net charge-off loss per unit. About 50% of the charge-offs that will ultimately occur in the portfolio are expected to occur within 10-11 months following the balance sheet date. The average age of an account at charge-off date for the eighteen-month period ended July 31, 2016 was 11.8 months.
•
The timing of repossession and charge-off losses relative to the date of sale (i.e., how long it takes for a repossession or charge-off to occur) for repossessions and charge-offs occurring during the last eighteen months.
A point estimate is produced by this analysis which is then supplemented by any positive or negative subjective factors to arrive at an overall reserve amount that management considers to be a reasonable estimate of losses inherent in the portfolio at the balance sheet date that will be realized via actual charge-offs in the future. Although it is at least reasonably possible that events or circumstances could occur in the future that are not presently foreseen which could cause actual credit losses to be materially different from the recorded allowance for credit losses, the Company believes that it has given appropriate consideration to all relevant factors and has made reasonable assumptions in determining the allowance for credit losses. While challenging economic conditions can negatively impact credit losses, the effectiveness of the execution of internal policies and procedures within the collections area and the competitive environment on the funding side have historically had a more significant effect on collection results than macro-economic issues.
In most states, the Company offers retail customers who finance their vehicle the option of purchasing a payment protection plan product as an add-on to the installment sale contract. This product contractually obligates the Company to cancel the remaining principal outstanding for any contract where the retail customer has totaled the vehicle, as defined by the contract, or the vehicle has been stolen. The Company periodically evaluates anticipated losses to ensure that if anticipated losses exceed deferred payment protection plan revenues, an additional liability is recorded for such difference. No such liability was required at July 31, 2016 or 2015.
Inventory
Inventory consists of used vehicles and is valued at the lower of cost or market on a specific identification basis. Vehicle reconditioning costs are capitalized as a component of inventory. Repossessed vehicles and trade-in vehicles are recorded at fair value, which approximates wholesale value. The cost of used vehicles sold is determined using the specific identification method.
Goodwill
Goodwill reflects the excess of purchase price over the fair value of specifically identified net assets purchased. Goodwill and intangible assets deemed to have indefinite lives are not amortized but are subject to annual impairment tests at the Company’s year-end. The impairment tests are based on the comparison of the fair value of the reporting unit to the carrying value of such unit. If the fair value of the reporting unit falls below its carrying value, the Company performs the second step of the two-step goodwill impairment process to determine the amount, if any, that the goodwill is impaired. The second step involves determining the fair value of the identifiable assets and liabilities and the implied goodwill. The implied goodwill is compared to the carrying value of the goodwill to determine the impairment, if any. There was no impairment of goodwill during fiscal 2016, and to date, there has been no impairment during fiscal 2017.
Property and Equipment
Property and equipment are stated at cost. Expenditures for additions, remodels and improvements are capitalized. Costs of repairs and maintenance are expensed as incurred. Leasehold improvements are amortized over the shorter of the estimated life of the improvement or the lease period. The lease period includes the primary lease term plus any extensions that are reasonably assured. Depreciation is computed principally using the straight-line method, generally over the following estimated useful lives:
Furniture, fixtures and equipment (years)
3
to
7
Leasehold improvements
(years)
5
to
15
Buildings and improvements
(years)
18
to
39
Property and equipment are reviewed for impairment whenever events or changes in circumstances indicate the carrying amount of an asset may not be recoverable. Recoverability of assets to be held and used is measured by a comparison of the carrying amount of an asset to future undiscounted net cash flows expected to be generated by the asset. If such assets are considered to be impaired, the impairment to be recognized is measured by the amount by which the carrying values of the impaired assets exceed the fair value of such assets. Assets to be disposed of are reported at the lower of the carrying amount or fair value less costs to sell.
Cash Overdraft
As checks are presented for payment from the Company’s primary disbursement bank account, monies are automatically drawn against cash collections for the day and, if necessary, are drawn against one of the revolving credit facilities. Any cash overdraft balance principally represents outstanding checks that as of the balance sheet date had not yet been presented for payment, net of any deposits in transit. Any cash overdraft balance is reflected in accrued liabilities on the Company’s Condensed Consolidated Balance Sheets.
Deferred Sales Tax
Deferred sales tax represents a sales tax liability of the Company for vehicles sold on an installment basis in the states of Alabama and Texas. Under Alabama and Texas law, for vehicles sold on an installment basis the related sales tax is due as the payments are collected from the customer, rather than at the time of sale. Deferred sales tax
liabilities are reflected in accrued liabilities on the Company’s Condensed Consolidated Balance Sheets.
Income Taxes
Income taxes are accounted for under the liability method. Under this method, deferred income tax assets and liabilities are determined based on differences between financial reporting and tax bases of assets and liabilities, and are measured using the enacted tax rates expected to apply in the years in which these differences are expected to be recovered or settled. The quarterly provision for income taxes is determined using an estimated annual effective tax rate, which is based on expected annual taxable income, statutory tax rates and the Company’s best estimate of nontaxable and nondeductible items of income and expense.
Occasionally, the Company is audited by taxing authorities. These audits could result in proposed assessments of additional taxes. The Company believes that its tax positions comply in all material respects with applicable tax law. However, tax law is subject to interpretation, and interpretations by taxing authorities could be different from those of the Company, which could result in the imposition of additional taxes.
The Company recognizes the financial statement benefit of a tax position only after determining that the relevant tax authority would more likely than not sustain the position following an audit. For tax positions meeting the more-likely-than-not threshold, the amount recognized in the financial statements is the largest benefit that has a greater than 50 percent likelihood of being realized upon ultimate settlement with the relevant tax authority. The Company applies this methodology to all tax positions for which the statute of limitations remains open.
The Company is subject to income taxes in the U.S. federal jurisdiction and various state jurisdictions. Tax regulations within each jurisdiction are subject to the interpretation of the related tax laws and regulations and require significant judgment to apply. With few exceptions, the Company is no longer subject to U.S. federal, state and local income tax examinations by tax authorities for the years before fiscal 2013.
The Company’s policy is to recognize accrued interest related to unrecognized tax benefits in interest expense and penalties in operating expenses. The Company had no accrued penalties or interest as of July 31, 2016 or April 30, 2016.
Revenue Recognition
Revenues are generated principally from the sale of used vehicles, which in most cases includes a service contract and a payment protection plan product, interest income and late fees earned on finance receivables. Revenues are net of taxes collected from customers and remitted to government agencies. Cost of vehicle sales include costs incurred by the Company to prepare the vehicle for sale including license and title costs, gasoline, transport services and repairs.
Revenues from the sale of used vehicles are recognized when financing, if applicable, has been approved, the sales contract is signed, and the customer has taken possession of the vehicle. Revenues from the sale of vehicles sold at wholesale are recognized at the time the proceeds are received. Revenues from the sale of service contracts are initially deferred and then recognized ratably over the expected duration of the product. Service contract revenues are included in sales and the related expenses are included in cost of sales. Payment protection plan revenues are initially deferred and then recognized to income using the “Rule of 78’s” interest method over the life of the contract so that revenues are recognized in proportion to the amount of cancellation protection provided. Payment protection plan revenues recognized are included in sales and related losses are included in cost of sales as incurred. Interest income is recognized on all active finance receivable accounts using the simple effective interest method. Active accounts include all accounts except those that have been paid-off or charged-off.
Sales consist of the following:
Three Months Ended July 31,
(In thousands)
2016
2015
Sales – used autos
$
112,735
$
110,647
Wholesales – third party
5,417
5,619
Service contract sales
6,761
6,812
Payment protection plan revenue
4,771
4,517
Total
$
129,684
$
127,595
At July 31, 2016 and 2015, finance receivables more than 90 days past due were approximately $1.7 million and $1.4 million, respectively. Late fee revenues totaled approximately $461,000 and $526,000 for the three months ended July 31, 2016 and 2015, respectively. Late fees are recognized when collected and are reflected in interest and other income on the Condensed Consolidated Statements of Operations.
Earnings per Share
Basic earnings per share are computed by dividing net income attributable to common stockholders by the average number of common shares outstanding during the period. Diluted earnings per share are computed by dividing net income attributable to common stockholders by the average number of common shares outstanding during the period plus dilutive common stock equivalents. The calculation of diluted earnings per share takes into consideration the potentially dilutive effect of common stock equivalents, such as outstanding stock options and non-vested restricted stock, which if exercised or converted into common stock would then share in the earnings of the Company. In computing diluted earnings per share, the Company utilizes the treasury stock method and anti-dilutive securities are excluded.
Stock-Based Compensation
The Company recognizes the cost of employee services received in exchange for awards of equity instruments, such as stock options and restricted stock, based on the fair value of those awards at the date of grant over the requisite service period. The Company uses the Black-Scholes option pricing model to determine the fair value of stock option awards. The Company may issue either new shares or treasury shares upon exercise of these awards. Stock-based compensation plans, related expenses and assumptions used in the Black-Scholes option pricing model are more fully described in Note I. If an award contains a performance condition, expense is recognized only for those shares for which it is considered reasonably probable as of the current period end that the performance condition will be met.
Treasury Stock
The Company purchased 273,092 shares of its common stock to be held as treasury stock for a total cost of $7.2 million during the first three months of fiscal 2017 and 46,000 shares for a total cost of $2.3 million during the first three months of fiscal 2016. Treasury stock may be used for issuances under the Company’s stock-based compensation plans or for other general corporate purposes. During fiscal 2016, the Company established a reserve account of 10,000 shares of treasury stock to secure outstanding service contracts issued in Iowa in accordance with the regulatory requirements of that state.
Recent Accounting Pronouncements
Occasionally, new accounting pronouncements are issued by the Financial Accounting Standards Board (“FASB”) or other standard setting bodies which the Company will adopt as of the specified effective date. Unless otherwise discussed, the Company believes the impact of recently issued standards which are not yet effective will not have a material impact on its consolidated financial statements upon adoption.
Revenue Recognition
. In May 2014, the FASB issued ASU 2014-09,
Revenue from Contracts with Customers
(Topic 606), which supersedes existing revenue recognition guidance. The new guidance in ASU 2014-09 is based on the principle that revenue is recognized to depict the transfer of goods or services to customers in an amount that reflects the consideration to which the entity expects to be entitled in exchange for those goods or services. ASU 2014-09 also requires additional disclosure about the nature, amount, timing and uncertainty of revenue and cash flows arising from customer contracts, including significant judgments and changes in judgments and assets recognized from costs incurred to obtain or fulfill a contract. In August 2015, the FASB issued ASU 2015-14,
Revenue from Contracts with Customers (Topic 606): Deferral of the Effective Date
, to provide entities with an additional year to implement ASU 2014-09. As a result, the guidance in ASU 2014-09 is effective for annual and interim reporting periods beginning after December 15, 2017, using one of two retrospective application methods. The Company is currently evaluating the potential effects of the adoption of this update on the consolidated financial statements.
Leases
. In February 2016, the FASB issued ASU 2016-02,
Leases
. The new guidance requires that lessees recognize all leases, including operating leases, with a term greater than 12 months on-balance sheet and also requires disclosure of key information about leasing transactions. The guidance in ASU 2016-02 is effective for annual and interim reporting periods beginning after December 15, 2018. The Company is currently evaluating the potential effects of the adoption of this guidance on the consolidated financial statements.
Stock Compensation
.
In March 2016, the FASB issued ASU 2016-09,
Improvements to Employee Share-Based Payment Accounting
, which aims to simplify aspects of accounting for share-based payment transactions, including: presenting the excess tax benefit or deficit from the exercise or vesting of share-based payments in the income statement, a revision to the criteria for classifying an award as equity or liability, an option to recognize gross stock compensation expense with actual forfeitures recognized as they occur, and certain classifications on the statement of cash flows. In addition, the new guidance eliminates the excess tax benefit from the assumed proceeds calculation under the treasury stock method for purposes of calculating diluted shares. ASU 2016-09 is effective for annual and interim reporting periods beginning after December 15, 2016. Certain provisions of ASU 2016-09 are required to be adopted prospectively, notably the requirement to recognize the excess tax benefit or deficit in the income statement, while other provisions require modified retrospective application or in some cases full retrospective application.
The Company is currently evaluating the potential effects of the adoption of this guidance on the consolidated financial statements.
Credit Losses
. In June 2016, the FASB issued ASU 2016-13,
Financial Instruments — Credit Losses
(Topic 326). ASU 2016-13 requires financial assets such as loans to be presented net of an allowance for credit losses that reduces the cost basis to the amount expected to be collected over the estimated life. Expected credit losses will be measured based on historical experience and current conditions, as well as forecasts of future conditions that affect the collectability of the reported amount. ASU 2016-13 is effective for annual and interim reporting periods beginning after December 15, 2019, using a modified retrospective approach. The Company is currently evaluating the potential effects of the adoption of this guidance on the consolidated financial statements.
Reclassifications
The Company has made reclassifications to certain amounts in the accompanying Condensed Consolidated Balance Sheet as of April 30, 2016. The reclassifications did not have an impact on net income or earnings per share.
The Company originates installment sale contracts from the sale of used vehicles at its dealerships. These installment sale contracts carry an interest rate of 15% or 16.5% per annum (based on the Company’s contract interest rate as of the contract origination date), are collateralized by the vehicle sold and typically provide for payments over periods ranging from 18 to 42 months. The weighted average interest rate for the portfolio was approximately 15.16% at July 31, 2016. The Company’s finance receivables are defined as one segment and one class of loans in sub-prime consumer automobile contracts. The level of risks inherent in the Company’s financing receivables is managed as one homogeneous pool.
The components of finance receivables are as follows:
(In thousands)
July 31, 2016
April 30, 2016
Gross contract amount
$
532,620
$
504,149
Less unearned finance charges
(72,050
)
(66,871
)
Principal balance
460,570
437,278
Less allowance for credit losses
(108,022
)
(102,485
)
Finance receivables, net
$
352,548
$
334,793
Changes in the finance receivables, net are as follows:
Three Months Ended July 31,
(In thousands)
2016
2015
Balance at beginning of period
$
334,793
$
324,144
Finance receivable originations
120,848
117,341
Finance receivable collections
(58,036
)
(58,943
)
Provision for credit losses
(33,381
)
(35,345
)
Losses on claims for payment protection plan
(3,107
)
(3,155
)
Inventory acquired in repossession and payment protection plan claims
(8,569
)
(11,743
)
Balance at end of period
$
352,548
$
332,299
Changes in the finance receivables allowance for credit losses are as follows:
Three Months Ended July 31,
(In thousands)
2016
2015
Balance at beginning of period
$
102,485
$
93,224
Provision for credit losses
33,381
35,345
Charge-offs, net of recovered collateral
(27,844
)
(32,987
)
Balance at end of period
$
108,022
$
95,582
The factors which influenced management’s judgment in determining the amount of the additions to the allowance charged to provision for credit losses are described below.
The level of actual charge-offs, net of recovered collateral, is the most important factor in determining the charges to the provision for credit losses. This is due to the fact that once a contract becomes delinquent the account is either made current by the customer, the vehicle is repossessed or the account is written off if the collateral cannot be recovered. Net charge-offs as a percentage of average finance receivables decreased to 6.2% for the three months ended July 31, 2016 compared to 7.8% for the same period in the prior year. This improvement in net charge-offs for the first fiscal quarter is primarily due to a decrease in the frequency of losses as a result of the low delinquencies greater than 30 days at April 30, 2016 of 3.0%, significantly lower than at April 30, 2015 at 5.8%.
Collections and delinquency levels can have a significant effect on additions to the allowance and are reviewed frequently. Collections as a percentage of average finance receivables were 13.0% for the three months ended July 31, 2016 compared to 14.0% for the prior year period. The decrease in collections as a percentage of average finance receivables resulted primarily from the longer average term coupled with slightly higher delinquencies. Delinquencies greater than 30 days were 4.4% for July 31, 2016 and 3.8% at July 31, 2015.
Macro-economic factors, and more importantly, proper execution of operational policies and procedures have a significant effect on additions to the allowance charged to the provision. Higher unemployment levels, higher gasoline prices and higher prices for staple items can potentially have a significant effect. The Company continues to focus on operational improvements within the collections area such as credit reporting for customers and further implementation and integration of GPS technology on vehicles sold.
Credit quality information for finance receivables is as follows:
(Dollars in thousands)
July 31, 2016
April 30, 2016
July 31, 2015
Principal Balance
Percent of Portfolio
Principal Balance
Percent of Portfolio
Principal Balance
Percent of Portfolio
Current
$
381,685
82.88
%
$
378,631
86.59
%
$
355,263
83.03
%
3 - 29 days past due
58,740
12.75
%
45,631
10.43
%
56,247
13.15
%
30 - 60 days past due
14,749
3.20
%
8,429
1.93
%
12,030
2.81
%
61 - 90 days past due
3,728
0.81
%
3,498
0.80
%
2,955
0.69
%
> 90 days past due
1,668
0.36
%
1,089
0.25
%
1,386
0.32
%
Total
$
460,570
100.00
%
$
437,278
100.00
%
$
427,881
100.00
%
Accounts one and two days past due are considered current for this analysis, due to the varying payment dates and variation in the day of the week at each period end. Delinquencies may vary from period to period based on the average age of the portfolio, seasonality within the calendar year, the day of the week and overall economic factors. The above categories are consistent with internal operational measures used by the Company to monitor credit results. The Company believes that improvement in the past due percentages is driven in part by the proper execution of best collections efforts at all dealerships.
Substantially all of the Company’s automobile contracts involve contracts made to individuals with impaired or limited credit histories, or higher debt-to-income ratios than permitted by traditional lenders. Contracts made with buyers who are restricted in their ability to obtain financing from traditional lenders generally entail a higher risk of delinquency, default, repossession, and losses than contracts made with buyers with better credit. The Company monitors contract term length, down payment percentages, and collections as credit quality indicators.
Three Months Ended July 31,
2016
2015
Principal collected as a percent of average finance receivables
13.0
%
14.0
%
Average down-payment percentage
6.0
%
6.6
%
Average originating contract term
(in months
)
29.3
28.2
July 31, 2016
July 31, 2015
Portfolio weighted average contract term, including modifications
(in months
)
31.7
30.4
The decrease in collections as a percentage of average finance receivables was primarily due to the longer overall contract term, coupled with slightly higher delinquencies. The increases in contract term are primarily related to efforts to keep payments affordable, for competitive reasons and to continue to work more with our customers when they experience financial difficulties. In order to remain competitive, term lengths may continue to increase.
The entire disclosure for financing receivables. Examples of financing receivables include, but are not limited to, loans, trade accounts receivables, notes receivable, credit cards, and receivables relating to a lessor's right(s) to payment(s) from a lease other than an operating lease that is recognized as assets.
The entire disclosure for long-lived, physical assets used in the normal conduct of business and not intended for resale. Includes, but is not limited to, accounting policies and methodology, roll forwards, depreciation, depletion and amortization expense, including composite depreciation, accumulated depreciation, depletion and amortization expense, useful lives and method used, income statement disclosures, assets held for sale and public utility disclosures.
A summary of revolving credit facilities is as follows:
(In thousands)
Aggregate
Interest
Balance at
Amount
Rate
Maturity
July 31, 2016
April 30, 2016
Revolving credit facilities
$
172,500
LIBOR + 2.375%
October 8, 2017
$
117,369
$
107,386
(2.86% at July 31, 2016 and 2.81% at April 30, 2016)
On March 9, 2012, the Company entered into an Amended and Restated Loan and Security Agreement with a group of lenders providing revolving credit facilities totaling $125 million (“Credit Facilities”). The Credit Facilities were amended on September 30, 2012, February 4, 2013, June 24, 2013, February 13, 2014 and October 8, 2014, respectively. The first amendment to the Credit Facilities increased the total revolving commitment to $145 million. The second amendment amended the definition of eligible vehicle contracts to include contracts with 36-42 month terms. The third amendment extended the term to June 24, 2016, provided the option to request revolver commitment increases for up to an additional $55 million and provided for a 0.25% decrease in each of the three pricing tiers for determining the applicable interest rate. The fourth amendment amended the structure of the debt covenants as related to the application of the fixed charge coverage ratio calculation. As amended, the fixed charge coverage ratio calculation will be required only if availability, as defined, under the revolving credit facilities is less than certain specified thresholds. The fourth amendment also increased the allowable capital expenditures to $10 million in the aggregate during any fiscal year and allows for the sale of certain vehicle contracts to third parties.
On October 8, 2014, the Company entered into a fifth amendment to the Credit Facilities, which extended the term of the Credit Facilities to October 8, 2017, added a new pricing tier for determining the applicable interest rate, and provided for a 0.125% increase in each of the three existing pricing tiers. The fifth amendment also amended one of two alternative distribution limitations related to repurchases of the Company’s stock. With respect to such limitation, the amendment (i) reset the $40 million aggregate limit on repurchases beginning with October 8, 2014, (ii) redefined the aggregate amount of repurchases to be net of proceeds received from the exercise of stock options, and (iii) changed the requirement that the sum of borrowing bases combined minus the principal balances of all revolver loans after giving effect to such repurchases be equal to or greater than 30% of the sum of the borrowing bases.
On February 18, 2016, the Company exercised an option under its existing credit agreement to increase the total revolving credit facilities by $27.5 million from $145 million to $172.5 million. The increase in the total revolving credit commitments was made pursuant to the aforementioned accordion feature of the Credit Facilities, which allows the Company to increase the total revolver commitments by up to an additional $55 million (up to $200 million in total commitments), subject to lender approval and/or successful syndication.
The revolving credit facilities are collateralized primarily by finance receivables and inventory, are cross collateralized and contain a guarantee by the Company. Interest is payable monthly under the revolving credit facilities. The Credit Facilities provide for four pricing tiers for determining the applicable interest rate, based on the Company’s consolidated leverage ratio for the preceding fiscal quarter. The current applicable interest rate under the Credit Facilities is generally LIBOR plus 2.375%. The Credit Facilities contain various reporting and performance covenants including (i) maintenance of certain financial ratios and tests, (ii) limitations on borrowings from other sources, (iii) restrictions on certain operating activities and (iv) restrictions on the payment of dividends or distributions.
The distribution limitations under the Credit Facilities allow the Company to repurchase the Company’s stock so long as: either (a) the aggregate amount of such repurchases does not exceed $40 million beginning October 8, 2014 and the sum of borrowing bases combined minus the principal balances of all revolver loans after giving effect to such repurchases is equal to or greater than 30% of the sum of the borrowing bases, or (b) the aggregate amount of such repurchases does not exceed 75% of the consolidated net income of the Company measured on a trailing twelve month basis; provided that immediately before and after giving effect to the stock repurchases at least 12.5% of the aggregate funds committed under the credit facilities remain available.
The Company was in compliance with the covenants at July 31, 2016. The amount available to be drawn under the credit facilities is a function of eligible finance receivables and inventory. Based upon eligible finance receivables and inventory at July 31, 2016, the Company had additional availability of approximately $52.8 million under the revolving credit facilities.
The Company recognized approximately $70,000 and $48,000 of amortization for the three months ended July 31, 2016 and 2015, respectively, related to debt issuance costs. The amortization is reflected as interest expense in the Company’s Condensed Consolidated Statements of Operations.
During fiscal 2016, the Company implemented the guidance in ASU 2015-03,
Simplifying the Presentation of Debt Issuance Costs
, which amended the presentation of debt issuance costs in the financial statements. ASU 2015-03 requires that debt issuance costs related to a recognized debt liability be presented in the balance sheet as a direct deduction from the carrying amount of that debt liability, consistent with debt discounts, instead of as an asset. As a result, debt issuance costs of approximately $326,000 and $396,000 as of July 31, 2016 and April 30, 2016, respectively, are shown as a deduction from the revolving credit facilities in the Condensed Consolidated Balance Sheet.
On December 15, 2015, the Company entered into an agreement to purchase the property on which one of its dealerships is located for a purchase price of $550,000. Under the agreement, the purchase price is being paid in monthly principal and interest installments of $10,005. The debt matures in December 2020, bears interest at a rate of 3.50% and is secured by the property. The balance on this note payable was approximately $491,000 and $516,000 as of July 31, 2016 and April 30, 2016, respectively.
The entire disclosure for information about short-term and long-term debt arrangements, which includes amounts of borrowings under each line of credit, note payable, commercial paper issue, bonds indenture, debenture issue, own-share lending arrangements and any other contractual agreement to repay funds, and about the underlying arrangements, rationale for a classification as long-term, including repayment terms, interest rates, collateral provided, restrictions on use of assets and activities, whether or not in compliance with debt covenants, and other matters important to users of the financial statements, such as the effects of refinancing and noncompliance with debt covenants.
The table below summarizes information about the fair value of financial instruments included in the Company’s financial statements at July 31, 2016 and April 30, 2016:
July 31, 2016
April 30, 2016
(In thousands)
Carrying Value
Fair Value
Carrying Value
Fair Value
Cash
$
371
$
371
$
602
$
602
Finance receivables, net
352,548
283,251
334,793
268,926
Accounts payable
14,468
14,468
12,313
12,313
Revolving credit facilities and notes payable
117,534
117,534
107,902
107,902
Because no market exists for certain of the Company’s financial instruments, fair value estimates are based on judgments and estimates regarding yield expectations of investors, credit risk and other risk characteristics, including interest rate and prepayment risk. These estimates are subjective in nature and involve uncertainties and matters of judgment and therefore cannot be determined with precision. Changes in assumptions could significantly affect these estimates. The methodology and assumptions utilized to estimate the fair value of the Company’s financial instruments are as follows:
Financial Instrument
Valuation Methodology
Cash
The carrying amount is considered to be a reasonable estimate of fair value due to the short-term nature of the financial instrument.
Finance receivables, net
The Company estimates the fair value of its receivables at what a third party purchaser might be willing to pay. The Company has had discussions with third parties and has bought and sold portfolios, and had a third party appraisal in November 2012 that indicated a range of 35% to 40% discount to face would be a reasonable fair value in a negotiated third party transaction. The sale of finance receivables from Car-Mart of Arkansas to Colonial is made at a 38.5% discount. For financial reporting purposes these sale transactions are eliminated. Since the Company does not intend to offer the receivables for sale to an outside third party, the expectation is that the net book value at July 31, 2016, will ultimately be collected. By collecting the accounts internally the Company expects to realize more than a third party purchaser would expect to collect with a servicing requirement and a profit margin included.
Accounts payable
The carrying amount is considered to be a reasonable estimate of fair value due to the short-term nature of the financial instrument.
Revolving credit facilities and notes payable
The fair value approximates carrying value due to the variable interest rates charged on the revolving credit facilities, which reprice frequently.
The entire disclosure for the fair value of financial instruments (as defined), including financial assets and financial liabilities (collectively, as defined), and the measurements of those instruments as well as disclosures related to the fair value of non-financial assets and liabilities. Such disclosures about the financial instruments, assets, and liabilities would include: (1) the fair value of the required items together with their carrying amounts (as appropriate); (2) for items for which it is not practicable to estimate fair value, disclosure would include: (a) information pertinent to estimating fair value (including, carrying amount, effective interest rate, and maturity, and (b) the reasons why it is not practicable to estimate fair value; (3) significant concentrations of credit risk including: (a) information about the activity, region, or economic characteristics identifying a concentration, (b) the maximum amount of loss the entity is exposed to based on the gross fair value of the related item, (c) policy for requiring collateral or other security and information as to accessing such collateral or security, and (d) the nature and brief description of such collateral or security; (4) quantitative information about market risks and how such risks are managed; (5) for items measured on both a recurring and nonrecurring basis information regarding the inputs used to develop the fair value measurement; and (6) for items presented in the financial statement for which fair value measurement is elected: (a) information necessary to understand the reasons for the election, (b) discussion of the effect of fair value changes on earnings, (c) a description of [similar groups] items for which the election is made and the relation thereof to the balance sheet, the aggregate carrying value of items included in the balance sheet that are not eligible for the election; (7) all other required (as defined) and desired information.
The Company has stock-based compensation plans available to grant non-qualified stock options, incentive stock options and restricted stock to employees, directors and certain advisors of the Company. The stock-based compensation plans being utilized at July 31, 2016 are the Amended and Restated Stock Option Plan and the Amended and Restated Stock Incentive Plan. The Company recorded total stock-based compensation expense for all plans of approximately $532,000 ($334,000 after tax effects) and $664,000 ($416,000 after tax effects) for the three months ended July 31, 2016 and 2015, respectively. Tax benefits were recognized for these costs at the Company’s overall effective tax rate.
Stock Options
The Company has options outstanding under two stock option plans approved by the shareholders, the 1997 Stock Option Plan (“1997 Plan”) and the Amended and Restated Stock Option Plan, formerly the 2007 Stock Option Plan (the “2007 Plan”). While previously granted options remain outstanding, no additional option grants may be made under the 1997 Plan. The shareholders of the Company approved the Amended and Restated Stock Option Plan (the “Restated Option Plan”) on August 5, 2015, which extended the term of the Restated Option Plan to June 10, 2025 and increased the number of shares of common stock reserved for issuance under the plan to 1,800,000 shares. The Restated Option Plan provides for the grant of options to purchase shares of the Company’s common stock to employees, directors and certain advisors of the Company at a price not less than the fair market value of the stock on the date of grant and for periods not to exceed ten years. Options granted under the Company’s stock option plans expire in the calendar years 2017 through 2026.
1997 Plan
Restated Option Plan
Minimum exercise price as a percentage of fair market value at date of grant
100
%
100
%
Last expiration date for outstanding options
July 2, 2017
May 1, 2026
Shares available for grant at July 31, 2016
-
272,500
The fair value of options granted is estimated on the date of grant using the Black-Scholes option pricing model based on the assumptions in the table below.
Three Months Ended July 31,
2016
2015
Expected term (years)
5.5
5.5
Risk-free interest rate
1.32
%
1.56
%
Volatility
36
%
34
%
Dividend yield
-
-
The expected term of the options is based on evaluations of historical actual and future expected employee exercise behavior. The risk-free interest rate is based on the U.S. Treasury rates at the date of grant with maturity dates approximately equal to the expected life at the grant date. Volatility is based on historical volatility of the Company’s common stock. The Company has not historically issued any dividends and does not expect to do so in the foreseeable future.
There were 30,000 options granted during the three months ended July 31, 2016 and 238,750 options granted during the three months ended July 31, 2015. The grant-date fair value of options granted during the three months ended July 31, 2016 and 2015 was $279,000 and $4.3 million, respectively. The options were granted at fair market value on the date of grant.
Stock option compensation expense on a pre-tax basis was $507,000 ($318
,000 after tax effects)
and $627,000 (
$393,000 after tax effects) for the three months
ended July 31, 2016 and 2015, respectively.
As of July 31, 2016, the Company had approximately $3.5 million of total unrecognized compensation cost related to unvested options that are expected to vest. These unvested outstanding options have a weighted-average remaining vesting period of 3.5 years.
In May 2015, key employees of the Company were granted 99,750 performance based stock options with a five-year performance period ending April 30, 2020. An additional 40,000 such options were granted to key employees of the Company in August 2015. Tiered vesting of these units is based solely on comparing the Company’s net income over the specified performance period to net income at April 30, 2015. As of July 31, 2016, the Company had $1.1 million in unrecognized compensation expense related to 66,500 of these options that are not currently expected to vest.
The aggregate intrinsic value of outstanding options at July 31, 2016 and 2015 was $12.2 million and $21.4 million, respectively.
The Company had the following options exercised for the periods indicated. The impact of these cash receipts is included in financing activities in the accompanying Condensed Consolidated Statements of Cash Flows.
Three Months Ended July 31,
(Dollars in thousands)
2016
2015
Options exercised
3,750
17,750
Cash received from option exercises
$
77
$
245
Intrinsic value of options exercised
$
14
$
690
As of July 31, 2016 there were 930,250 vested and exercisable stock options outstanding with an aggregate intrinsic value of $11.8 million and a weighted average remaining contractual life of 3.4 years and a weighted average exercise price of $23.44.
Stock Incentive Plan
On October 14, 2009, the shareholders of the Company approved an amendment to the Company’s Stock Incentive Plan that increased the number of shares of common stock that may be issued under the Stock Incentive Plan to 350,000. On August 5, 2015, the shareholders of the Company approved the Amended and Restated Stock Incentive Plan, which extended the term of the Stock Incentive Plan to June 10, 2025. For shares issued under the Stock Incentive Plan, the associated compensation expense is generally recognized equally over the vesting periods established at the award date and is subject to the employee’s continued employment by the Company.
There were no restricted shares granted during the first three months of fiscal 2017 or fiscal 2016. A total of 178,027 shares remained available for award at July 31, 2016.
There were 9,000 unvested shares at July 31, 2016 with a weighted average grant date fair value of $52.10.
The Company recorded compensation cost of approximately $18,000
($11,000 after tax effects)
and $25,000 (
$16,000 after tax effects)
related to the Stock Incentive Plan during the three months ended July 31, 2016 and 2015, respectively. As of July 31, 2016, the Company had approximately $352,000
of total unrecognized compensation cost related to unvested awards granted under the Stock Incentive Plan, which the Company expects to recognize over a weighted-average remaining period of 3.8 years.
There were no modifications to any of the Company’s outstanding share-based payment awards during fiscal 2016 or during the first three months of fiscal 2017.
The entire disclosure for compensation-related costs for equity-based compensation, which may include disclosure of policies, compensation plan details, allocation of equity compensation, incentive distributions, equity-based arrangements to obtain goods and services, deferred compensation arrangements, employee stock ownership plan details and employee stock purchase plan details.
The entire disclosure for supplemental cash flow activities, including cash, noncash, and part noncash transactions, for the period. Noncash is defined as information about all investing and financing activities of an enterprise during a period that affect recognized assets or liabilities but that do not result in cash receipts or cash payments in the period. "Part noncash" refers to that portion of the transaction not resulting in cash receipts or cash payments in the period.
The consolidated financial statements include the accounts of America’s Car-Mart, Inc. and its subsidiaries. All intercompany accounts and transactions have been eliminated.
Each dealership is an operating segment with its results regularly reviewed by the Company’s chief operating decision maker in an effort to make decisions about resources to be allocated to the segment and to assess its performance. Individual dealerships meet the aggregation criteria for reporting purposes under the current accounting guidance. The Company operates in the Integrated Auto Sales and Finance segment of the used car market, also referred to as the Integrated Auto Sales and Finance industry. In this industry, the nature of the sale and the financing of the transaction, financing processes, the type of customer and the methods used to distribute the Company’s products and services, including the actual servicing of the contracts as well as the regulatory environment in which the Company operates, all have similar characteristics. Each of our individual dealerships is similar in nature and only engages in the selling and financing of used vehicles. All individual dealerships have similar operating characteristics. As such, individual dealerships have been aggregated into one reportable segment.
The preparation of financial statements in conformity with accounting principles generally accepted in the United States of America requires management to make estimates and assumptions that affect the reported amounts of assets and liabilities and disclosure of contingent assets and liabilities at the date of the financial statements, and the reported amounts of revenues and expenses during the period. Actual results could differ from those estimates. Significant estimates include, but are not limited to, the Company’s allowance for credit losses.
The Company provides financing in connection with the sale of substantially all of its vehicles. These sales are made primarily to customers residing in Alabama, Arkansas, Georgia, Kentucky, Mississippi, Missouri, Oklahoma, Tennessee, and Texas, with approximately 31% of revenues resulting from sales to Arkansas customers.
Periodically, the Company maintains cash in financial institutions in excess of the amounts insured by the federal government. The Company’s revolving credit facilities mature in October 2017. The Company expects that these credit facilities will be renewed or refinanced on or before the scheduled maturity dates.
The Company’s revolving credit facilities generally restrict distributions by the Company to its shareholders. The distribution limitations under the Credit Facilities allow the Company to repurchase the Company’s stock so long as: either (a) the aggregate amount of such repurchases does not exceed $40 million beginning October 8, 2014 and the sum of borrowing bases combined minus the principal balances of all revolver loans after giving effect to such repurchases is equal to or greater than 30% of the sum of the borrowing bases, or (b) the aggregate amount of such repurchases does not exceed 75% of the consolidated net income of the Company measured on a trailing twelve month basis; provided that immediately before and after giving effect to the stock repurchases, at least 12.5% of the aggregate funds committed under the credit facilities remain available. Thus, the Company is limited in its ability to pay dividends or make other distributions to its shareholders without the consent of the Company’s lenders.
Finance Receivables, Repossessions and Charge-offs and Allowance for Credit Losses
The Company originates installment sale contracts from the sale of used vehicles at its dealerships. These installment sale contracts typically carry an interest rate of 15% using the simple effective interest method including any deferred fees. In May 2016, the Company increased its retail installment sales contract interest rate from 15.0% to 16.5% in response to continued high levels of credit losses. Contract origination costs are not significant.
The installment sale contracts are not pre-computed contracts whereby borrowers are obligated to pay back principal plus the full amount of interest that will accrue over the entire term of the contract. Finance receivables are collateralized by vehicles sold and consist of contractually scheduled payments from installment contracts net of unearned finance charges and an allowance for credit losses. Unearned finance charges represent the balance of interest receivable to be earned over the entire term of the related installment contract, less the earned amount ($2.2 million at July 31, 2016 and $1.7 million April 30, 2016 on the Condensed Consolidated Balance Sheets), and as such, have been reflected as a reduction to the gross contract amount in arriving at the principal balance in finance receivables
.
An account is considered delinquent when the customer is one day or more behind on their contractual payments. While the Company does not formally place contracts on nonaccrual status, the immaterial amount of interest that may accrue after an account becomes delinquent up until the point of resolution via repossession or write-off, is reserved for against the accrued interest on the Condensed Consolidated Balance Sheets. Delinquent contracts are addressed and either made current by the customer, which is the case in most situations, or the vehicle is repossessed or written off if the collateral cannot be recovered quickly. Customer payments are set to match their payday with approximately 73% of payments due on either a weekly or bi-weekly basis. The frequency of the payment due dates combined with the declining value of collateral lead to prompt resolutions on problem accounts.
At July 31, 2016, 4.4% of the Company’s finance receivable balances were 30 days or more past due compared to 3.8% at July 31, 2015.
Substantially all of the Company’s automobile contracts involve contracts made to individuals with impaired or limited credit histories or higher debt-to-income ratios than permitted by traditional lenders. Contracts made with buyers who are restricted in their ability to obtain financing from traditional lenders generally entail a higher risk of delinquency, default and repossession, and higher losses than contracts made with buyers with better credit.
The Company strives to keep its delinquency percentages low, and not to repossess vehicles. Accounts two days late are sent a notice in the mail. Accounts three days late are contacted by telephone. Notes from each telephone contact are electronically maintained in the Company’s computer system. The Company attempts to resolve payment delinquencies amicably prior to repossessing a vehicle. If a customer becomes severely delinquent in his or her payments, and management determines that timely collection of future payments is not probable, the Company will take steps to repossess the vehicle. Periodically, the Company enters into contract modifications with its customers to extend or modify the payment terms. The Company only enters into a contract modification or extension if it believes such action will increase the amount of monies the Company will ultimately realize on the customer’s account and will increase the likelihood of the customer being able to pay off the vehicle contract. At the time of modification, the Company expects to collect amounts due including accrued interest at the contractual interest rate for the period of delay. No other concessions beyond the extension of additional time are granted to customers at the time of modifications. Modifications are minor and are made for payday changes, minor vehicle repairs and other reasons. For those vehicles that are repossessed, the majority are returned or surrendered by the customer on a voluntary basis. Other repossessions are performed by Company personnel or third party repossession agents. Depending on the condition of a repossessed vehicle, it is either resold on a retail basis through a Company dealership, or sold for cash on a wholesale basis primarily through physical or online auctions.
The Company takes steps to repossess a vehicle when the customer becomes delinquent in his or her payments and management determines that timely collection of future payments is not probable. Accounts are charged-off after the expiration of a statutory notice period for repossessed accounts, or when management determines that the timely collection of future payments is not probable for accounts where the Company has been unable to repossess the vehicle. For accounts with respect to which the vehicle was repossessed, the fair value of the repossessed vehicle is charged as a reduction of the gross finance receivables balance charged-off. For the quarter ended July 31, 2016, on average, accounts were approximately 60 days past due at the time of charge-off. For previously charged-off accounts that are subsequently recovered, the amount of such recovery is credited to the allowance for credit losses.
The Company maintains an allowance for credit losses on an aggregate basis at a level it considers sufficient to cover estimated losses inherent in the portfolio at the balance sheet date in the collection of its finance receivables currently outstanding. At July 31, 2016, the weighted average total contract term was 31.7 months with 23.3 months remaining. The reserve amount in the allowance for credit losses at July 31, 2016, $108.0 million, was 25% of the principal balance in finance receivables of $460.6 million, less unearned payment protection plan revenue of $18.1 million and unearned service contract revenue of $10.4 million.
The estimated reserve amount is the Company’s anticipated future net charge-offs for losses incurred through the balance sheet date. The allowance takes into account historical credit loss experience (both timing and severity of losses), with consideration given to recent credit loss trends and changes in contract characteristics (i.e., average amount financed, months outstanding at loss date, term and age of portfolio), delinquency levels, collateral values, economic conditions and underwriting and collection practices. The allowance for credit losses is reviewed at least quarterly by management with any changes reflected in current operations. The calculation of the allowance for credit losses uses the following primary factors:
•
The number of units repossessed or charged-off as a percentage of total units financed over specific historical periods of time from one year to five years.
•
The average net repossession and charge-off loss per unit during the last eighteen months segregated by the number of months since the contract origination date and adjusted for the expected future average net charge-off loss per unit. About 50% of the charge-offs that will ultimately occur in the portfolio are expected to occur within 10-11 months following the balance sheet date. The average age of an account at charge-off date for the eighteen-month period ended July 31, 2016 was 11.8 months.
•
The timing of repossession and charge-off losses relative to the date of sale (i.e., how long it takes for a repossession or charge-off to occur) for repossessions and charge-offs occurring during the last eighteen months.
A point estimate is produced by this analysis which is then supplemented by any positive or negative subjective factors to arrive at an overall reserve amount that management considers to be a reasonable estimate of losses inherent in the portfolio at the balance sheet date that will be realized via actual charge-offs in the future. Although it is at least reasonably possible that events or circumstances could occur in the future that are not presently foreseen which could cause actual credit losses to be materially different from the recorded allowance for credit losses, the Company believes that it has given appropriate consideration to all relevant factors and has made reasonable assumptions in determining the allowance for credit losses. While challenging economic conditions can negatively impact credit losses, the effectiveness of the execution of internal policies and procedures within the collections area and the competitive environment on the funding side have historically had a more significant effect on collection results than macro-economic issues.
In most states, the Company offers retail customers who finance their vehicle the option of purchasing a payment protection plan product as an add-on to the installment sale contract. This product contractually obligates the Company to cancel the remaining principal outstanding for any contract where the retail customer has totaled the vehicle, as defined by the contract, or the vehicle has been stolen. The Company periodically evaluates anticipated losses to ensure that if anticipated losses exceed deferred payment protection plan revenues, an additional liability is recorded for such difference. No such liability was required at July 31, 2016 or 2015.
Inventory consists of used vehicles and is valued at the lower of cost or market on a specific identification basis. Vehicle reconditioning costs are capitalized as a component of inventory. Repossessed vehicles and trade-in vehicles are recorded at fair value, which approximates wholesale value. The cost of used vehicles sold is determined using the specific identification method.
Goodwill reflects the excess of purchase price over the fair value of specifically identified net assets purchased. Goodwill and intangible assets deemed to have indefinite lives are not amortized but are subject to annual impairment tests at the Company’s year-end. The impairment tests are based on the comparison of the fair value of the reporting unit to the carrying value of such unit. If the fair value of the reporting unit falls below its carrying value, the Company performs the second step of the two-step goodwill impairment process to determine the amount, if any, that the goodwill is impaired. The second step involves determining the fair value of the identifiable assets and liabilities and the implied goodwill. The implied goodwill is compared to the carrying value of the goodwill to determine the impairment, if any. There was no impairment of goodwill during fiscal 2016, and to date, there has been no impairment during fiscal 2017.
Property and equipment are stated at cost. Expenditures for additions, remodels and improvements are capitalized. Costs of repairs and maintenance are expensed as incurred. Leasehold improvements are amortized over the shorter of the estimated life of the improvement or the lease period. The lease period includes the primary lease term plus any extensions that are reasonably assured. Depreciation is computed principally using the straight-line method, generally over the following estimated useful lives:
Furniture, fixtures and equipment (years)
3
to
7
Leasehold improvements
(years)
5
to
15
Buildings and improvements
(years)
18
to
39
Property and equipment are reviewed for impairment whenever events or changes in circumstances indicate the carrying amount of an asset may not be recoverable. Recoverability of assets to be held and used is measured by a comparison of the carrying amount of an asset to future undiscounted net cash flows expected to be generated by the asset. If such assets are considered to be impaired, the impairment to be recognized is measured by the amount by which the carrying values of the impaired assets exceed the fair value of such assets. Assets to be disposed of are reported at the lower of the carrying amount or fair value less costs to sell.
As checks are presented for payment from the Company’s primary disbursement bank account, monies are automatically drawn against cash collections for the day and, if necessary, are drawn against one of the revolving credit facilities. Any cash overdraft balance principally represents outstanding checks that as of the balance sheet date had not yet been presented for payment, net of any deposits in transit. Any cash overdraft balance is reflected in accrued liabilities on the Company’s Condensed Consolidated Balance Sheets.
Deferred sales tax represents a sales tax liability of the Company for vehicles sold on an installment basis in the states of Alabama and Texas. Under Alabama and Texas law, for vehicles sold on an installment basis the related sales tax is due as the payments are collected from the customer, rather than at the time of sale. Deferred sales tax
liabilities are reflected in accrued liabilities on the Company’s Condensed Consolidated Balance Sheets.
Income taxes are accounted for under the liability method. Under this method, deferred income tax assets and liabilities are determined based on differences between financial reporting and tax bases of assets and liabilities, and are measured using the enacted tax rates expected to apply in the years in which these differences are expected to be recovered or settled. The quarterly provision for income taxes is determined using an estimated annual effective tax rate, which is based on expected annual taxable income, statutory tax rates and the Company’s best estimate of nontaxable and nondeductible items of income and expense.
Occasionally, the Company is audited by taxing authorities. These audits could result in proposed assessments of additional taxes. The Company believes that its tax positions comply in all material respects with applicable tax law. However, tax law is subject to interpretation, and interpretations by taxing authorities could be different from those of the Company, which could result in the imposition of additional taxes.
The Company recognizes the financial statement benefit of a tax position only after determining that the relevant tax authority would more likely than not sustain the position following an audit. For tax positions meeting the more-likely-than-not threshold, the amount recognized in the financial statements is the largest benefit that has a greater than 50 percent likelihood of being realized upon ultimate settlement with the relevant tax authority. The Company applies this methodology to all tax positions for which the statute of limitations remains open.
The Company is subject to income taxes in the U.S. federal jurisdiction and various state jurisdictions. Tax regulations within each jurisdiction are subject to the interpretation of the related tax laws and regulations and require significant judgment to apply. With few exceptions, the Company is no longer subject to U.S. federal, state and local income tax examinations by tax authorities for the years before fiscal 2013.
The Company’s policy is to recognize accrued interest related to unrecognized tax benefits in interest expense and penalties in operating expenses. The Company had no accrued penalties or interest as of July 31, 2016 or April 30, 2016.
Revenues are generated principally from the sale of used vehicles, which in most cases includes a service contract and a payment protection plan product, interest income and late fees earned on finance receivables. Revenues are net of taxes collected from customers and remitted to government agencies. Cost of vehicle sales include costs incurred by the Company to prepare the vehicle for sale including license and title costs, gasoline, transport services and repairs.
Revenues from the sale of used vehicles are recognized when financing, if applicable, has been approved, the sales contract is signed, and the customer has taken possession of the vehicle. Revenues from the sale of vehicles sold at wholesale are recognized at the time the proceeds are received. Revenues from the sale of service contracts are initially deferred and then recognized ratably over the expected duration of the product. Service contract revenues are included in sales and the related expenses are included in cost of sales. Payment protection plan revenues are initially deferred and then recognized to income using the “Rule of 78’s” interest method over the life of the contract so that revenues are recognized in proportion to the amount of cancellation protection provided. Payment protection plan revenues recognized are included in sales and related losses are included in cost of sales as incurred. Interest income is recognized on all active finance receivable accounts using the simple effective interest method. Active accounts include all accounts except those that have been paid-off or charged-off.
Sales consist of the following:
Three Months Ended July 31,
(In thousands)
2016
2015
Sales – used autos
$
112,735
$
110,647
Wholesales – third party
5,417
5,619
Service contract sales
6,761
6,812
Payment protection plan revenue
4,771
4,517
Total
$
129,684
$
127,595
At July 31, 2016 and 2015, finance receivables more than 90 days past due were approximately $1.7 million and $1.4 million, respectively. Late fee revenues totaled approximately $461,000 and $526,000 for the three months ended July 31, 2016 and 2015, respectively. Late fees are recognized when collected and are reflected in interest and other income on the Condensed Consolidated Statements of Operations.
Basic earnings per share are computed by dividing net income attributable to common stockholders by the average number of common shares outstanding during the period. Diluted earnings per share are computed by dividing net income attributable to common stockholders by the average number of common shares outstanding during the period plus dilutive common stock equivalents. The calculation of diluted earnings per share takes into consideration the potentially dilutive effect of common stock equivalents, such as outstanding stock options and non-vested restricted stock, which if exercised or converted into common stock would then share in the earnings of the Company. In computing diluted earnings per share, the Company utilizes the treasury stock method and anti-dilutive securities are excluded.
The Company recognizes the cost of employee services received in exchange for awards of equity instruments, such as stock options and restricted stock, based on the fair value of those awards at the date of grant over the requisite service period. The Company uses the Black-Scholes option pricing model to determine the fair value of stock option awards. The Company may issue either new shares or treasury shares upon exercise of these awards. Stock-based compensation plans, related expenses and assumptions used in the Black-Scholes option pricing model are more fully described in Note I. If an award contains a performance condition, expense is recognized only for those shares for which it is considered reasonably probable as of the current period end that the performance condition will be met.
The Company purchased 273,092 shares of its common stock to be held as treasury stock for a total cost of $7.2 million during the first three months of fiscal 2017 and 46,000 shares for a total cost of $2.3 million during the first three months of fiscal 2016. Treasury stock may be used for issuances under the Company’s stock-based compensation plans or for other general corporate purposes. During fiscal 2016, the Company established a reserve account of 10,000 shares of treasury stock to secure outstanding service contracts issued in Iowa in accordance with the regulatory requirements of that state.
Occasionally, new accounting pronouncements are issued by the Financial Accounting Standards Board (“FASB”) or other standard setting bodies which the Company will adopt as of the specified effective date. Unless otherwise discussed, the Company believes the impact of recently issued standards which are not yet effective will not have a material impact on its consolidated financial statements upon adoption.
Revenue Recognition
. In May 2014, the FASB issued ASU 2014-09,
Revenue from Contracts with Customers
(Topic 606), which supersedes existing revenue recognition guidance. The new guidance in ASU 2014-09 is based on the principle that revenue is recognized to depict the transfer of goods or services to customers in an amount that reflects the consideration to which the entity expects to be entitled in exchange for those goods or services. ASU 2014-09 also requires additional disclosure about the nature, amount, timing and uncertainty of revenue and cash flows arising from customer contracts, including significant judgments and changes in judgments and assets recognized from costs incurred to obtain or fulfill a contract. In August 2015, the FASB issued ASU 2015-14,
Revenue from Contracts with Customers (Topic 606): Deferral of the Effective Date
, to provide entities with an additional year to implement ASU 2014-09. As a result, the guidance in ASU 2014-09 is effective for annual and interim reporting periods beginning after December 15, 2017, using one of two retrospective application methods. The Company is currently evaluating the potential effects of the adoption of this update on the consolidated financial statements.
Leases
. In February 2016, the FASB issued ASU 2016-02,
Leases
. The new guidance requires that lessees recognize all leases, including operating leases, with a term greater than 12 months on-balance sheet and also requires disclosure of key information about leasing transactions. The guidance in ASU 2016-02 is effective for annual and interim reporting periods beginning after December 15, 2018. The Company is currently evaluating the potential effects of the adoption of this guidance on the consolidated financial statements.
Stock Compensation
.
In March 2016, the FASB issued ASU 2016-09,
Improvements to Employee Share-Based Payment Accounting
, which aims to simplify aspects of accounting for share-based payment transactions, including: presenting the excess tax benefit or deficit from the exercise or vesting of share-based payments in the income statement, a revision to the criteria for classifying an award as equity or liability, an option to recognize gross stock compensation expense with actual forfeitures recognized as they occur, and certain classifications on the statement of cash flows. In addition, the new guidance eliminates the excess tax benefit from the assumed proceeds calculation under the treasury stock method for purposes of calculating diluted shares. ASU 2016-09 is effective for annual and interim reporting periods beginning after December 15, 2016. Certain provisions of ASU 2016-09 are required to be adopted prospectively, notably the requirement to recognize the excess tax benefit or deficit in the income statement, while other provisions require modified retrospective application or in some cases full retrospective application.
The Company is currently evaluating the potential effects of the adoption of this guidance on the consolidated financial statements.
Credit Losses
. In June 2016, the FASB issued ASU 2016-13,
Financial Instruments — Credit Losses
(Topic 326). ASU 2016-13 requires financial assets such as loans to be presented net of an allowance for credit losses that reduces the cost basis to the amount expected to be collected over the estimated life. Expected credit losses will be measured based on historical experience and current conditions, as well as forecasts of future conditions that affect the collectability of the reported amount. ASU 2016-13 is effective for annual and interim reporting periods beginning after December 15, 2019, using a modified retrospective approach. The Company is currently evaluating the potential effects of the adoption of this guidance on the consolidated financial statements.
The Company has made reclassifications to certain amounts in the accompanying Condensed Consolidated Balance Sheet as of April 30, 2016. The reclassifications did not have an impact on net income or earnings per share.
Disclosure of accounting policy for cash and cash equivalents, including the policy for determining which items are treated as cash equivalents. Other information that may be disclosed includes (1) the nature of any restrictions on the entity's use of its cash and cash equivalents, (2) whether the entity's cash and cash equivalents are insured or expose the entity to credit risk, (3) the classification of any negative balance accounts (overdrafts), and (4) the carrying basis of cash equivalents (for example, at cost) and whether the carrying amount of cash equivalents approximates fair value.
Disclosure of accounting policy regarding (1) the principles it follows in consolidating or combining the separate financial statements, including the principles followed in determining the inclusion or exclusion of subsidiaries or other entities in the consolidated or combined financial statements and (2) its treatment of interests (for example, common stock, a partnership interest or other means of exerting influence) in other entities, for example consolidation or use of the equity or cost methods of accounting. The accounting policy may also address the accounting treatment for intercompany accounts and transactions, noncontrolling interest, and the income statement treatment in consolidation for issuances of stock by a subsidiary.
Disclosure of accounting policy for computing basic and diluted earnings or loss per share for each class of common stock and participating security. Addresses all significant policy factors, including any antidilutive items that have been excluded from the computation and takes into account stock dividends, splits and reverse splits that occur after the balance sheet date of the latest reporting period but before the issuance of the financial statements.
Disclosure of accounting policy for finance, loan and lease receivables, including those held for investment and those held for sale. This disclosure may include (1) the basis at which such receivables are carried in the entity's statements of financial position (2) how the level of the allowance for loan and lease losses is determined (3) when impairments, charge-offs or recoveries are recognized for such receivables (4) the treatment of origination fees and costs, including the amortization method for net deferred fees or costs (5) the treatment of any premiums or discounts or unearned income (6) the entity's income recognition (revenues, expenses and gains and losses arising from committing to issue, issuing, granting, collecting, terminating, modifying and holding loans) policies for such receivables, including those that are impaired, past due or placed on nonaccrual status and (7) the treatment of foreclosures or repossessions.
Disclosure of accounting policy for goodwill. This accounting policy also may address how an entity assesses and measures impairment of goodwill, how reporting units are determined, how goodwill is allocated to such units, and how the fair values of the reporting units are determined.
Disclosure of accounting policy for income taxes, which may include its accounting policies for recognizing and measuring deferred tax assets and liabilities and related valuation allowances, recognizing investment tax credits, operating loss carryforwards, tax credit carryforwards, and other carryforwards, methodologies for determining its effective income tax rate and the characterization of interest and penalties in the financial statements.
Disclosure of inventory accounting policy for inventory classes, including, but not limited to, basis for determining inventory amounts, methods by which amounts are added and removed from inventory classes, loss recognition on impairment of inventories, and situations in which inventories are stated above cost.
Disclosure of accounting policy pertaining to new accounting pronouncements that may impact the entity's financial reporting. Includes, but is not limited to, quantification of the expected or actual impact.
Disclosure of accounting policy for long-lived, physical assets used in the normal conduct of business and not intended for resale. Includes, but is not limited to, basis of assets, depreciation and depletion methods used, including composite deprecation, estimated useful lives, capitalization policy, accounting treatment for costs incurred for repairs and maintenance, capitalized interest and the method it is calculated, disposals and impairments.
Disclosure of accounting policy for revenue recognition. If the entity has different policies for different types of revenue transactions, the policy for each material type of transaction is generally disclosed. If a sales transaction has multiple element arrangements (for example, delivery of multiple products, services or the rights to use assets) the disclosure may indicate the accounting policy for each unit of accounting as well as how units of accounting are determined and valued. The disclosure may encompass important judgment as to appropriateness of principles related to recognition of revenue. The disclosure also may indicate the entity's treatment of any unearned or deferred revenue that arises from the transaction.
Disclosure of accounting policy for stock option and stock incentive plans. This disclosure may include (1) the types of stock option or incentive plans sponsored by the entity (2) the groups that participate in (or are covered by) each plan (3) significant plan provisions and (4) how stock compensation is measured, and the methodologies and significant assumptions used to determine that measurement.
Disclosure of accounting policy for the use of estimates in the preparation of financial statements in conformity with generally accepted accounting principles.
Tabular disclosure of entity-wide revenues from external customers for each product or service or each group of similar products or services if the information is not provided as part of the reportable operating segment information.
Tabular disclosure of financing receivables (examples of financing receivables include loans, trade accounts receivable and notes receivable) and activity in the allowance for credit losses account.
Tabular disclosure of financing receivables by credit quality indicator. The credit quality indicator is a statistic about the credit quality of financing receivables. Examples include, but not limited to, consumer credit risk scores, credit-rating-agency ratings, an entity's internal credit risk grades, loan-to-value ratios, collateral, collection experience and other internal metrics.
Tabular disclosure of financing receivables that are past due but not impaired, financing receivables that are 90 days past due and still accruing, and financing receivables on nonaccrual status.
Tabular disclosure of the various types of trade accounts and notes receivable and for each the gross carrying value, allowance, and net carrying value as of the balance sheet date. Presentation is categorized by current, noncurrent and unclassified receivables.
Tabular disclosure of physical assets used in the normal conduct of business and not intended for resale. Includes, but is not limited to, balances by class of assets, depreciation and depletion expense and method used, including composite depreciation, and accumulated deprecation.
Tabular disclosure of long-debt instruments or arrangements, including identification, terms, features, collateral requirements and other information necessary to a fair presentation. These are debt arrangements that originally required repayment more than twelve months after issuance or greater than the normal operating cycle of the entity, if longer.
Tabular disclosure of the fair value of financial instruments, including financial assets and financial liabilities, and the measurements of those instruments, assets, and liabilities.
Tabular disclosure of the weighted average number of shares used in calculating basic net earnings per share (or unit) and diluted earnings per share (or unit).
Tabular disclosure of the significant assumptions used during the year to estimate the fair value of stock options, including, but not limited to: (a) expected term of share options and similar instruments, (b) expected volatility of the entity's shares, (c) expected dividends, (d) risk-free rate(s), and (e) discount for post-vesting restrictions.
For an entity that discloses a concentration risk in relation to quantitative amount, which serves as the "benchmark" (or denominator) in the equation, this concept represents the concentration percentage derived from the division.
Amount of deferred revenue as of balance sheet date. Deferred revenue represents collections of cash or other assets related to a revenue producing activity for which revenue has not yet been recognized. Generally, an entity records deferred revenue when it receives consideration from a customer before achieving certain criteria that must be met for revenue to be recognized in conformity with GAAP.
Amount of loss from the write-down of an asset representing the future economic benefits arising from other assets acquired in a business combination that are not individually identified and separately recognized.
Number of segments reported by the entity. A reportable segment is a component of an entity for which there is an accounting requirement to report separate financial information on that component in the entity's financial statements.
Number of shares that have been repurchased during the period and have not been retired and are not held in treasury. Some state laws may govern the circumstances under which an entity may acquire its own stock and prescribe the accounting treatment therefore. This element is used when state law does not recognize treasury stock.
Equity impact of the value of stock that has been repurchased during the period and has not been retired and is not held in treasury. Some state laws may mandate the circumstances under which an entity may acquire its own stock and prescribe the accounting treatment therefore. This element is used when state law does not recognize treasury stock.
Useful life of long lived, physical assets used in the normal conduct of business and not intended for resale, in 'PnYnMnDTnHnMnS' format, for example, 'P1Y5M13D' represents the reported fact of one year, five months, and thirteen days. Examples include, but not limited to, land, buildings, machinery and equipment, office equipment, furniture and fixtures, and computer equipment.
Unearned discounts (other than cash or quantity discounts and the like), finance charges, and interest included in the face amount of receivables, that are shown as a deduction from the related receivables. For example, 1) finance charges booked as a receivable when a loan is made and recognized as income at a later date; and 2) interest charges deducted from the face loan amount, resulting in a discounted amount actually advanced to the borrower (wherein the receivable includes the amount actually advanced to the borrower and the as yet unearned interest income).
Amount representing an agreement for an unconditional promise by the maker to pay the entity (holder) a definite sum of money at a future date. Such amount may include accrued interest receivable in accordance with the terms of the note. The note also may contain provisions and related items including a discount or premium, payable on demand, secured, or unsecured, interest bearing or noninterest bearing, among a myriad of other features and characteristics. Excludes amounts related to receivables held-for-sale.
Net amount of the investment in a contractual right to receive money on demand or on fixed or determinable dates that is recognized as an asset in the creditor's statement of financial position. Examples include, but are not limited to, credit card receivables, notes receivable and receivables relating to lessor's rights to payments from leases other than operating leases that have been recorded as assets. Excludes trade accounts receivable with contractual maturity of one year or less and arose from the sale of goods or services.
Net amount of the investment in a contractual right to receive money on demand or on fixed or determinable dates that is recognized as an asset in the creditor's statement of financial position. Examples include, but are not limited to, credit card receivables, notes receivable and receivables relating to lessor's rights to payments from leases other than operating leases that have been recorded as assets. Excludes trade accounts receivable with contractual maturity of one year or less and arose from the sale of goods or services.
Amount of accumulated depreciation, depletion and amortization for physical assets used in the normal conduct of business to produce goods and services.
Amount before accumulated depreciation, depletion and amortization of physical assets used in the normal conduct of business and not intended for resale. Examples include, but are not limited to, land, buildings, machinery and equipment, office equipment, and furniture and fixtures.
Amount after accumulated depreciation, depletion and amortization of physical assets used in the normal conduct of business to produce goods and services and not intended for resale. Examples include, but are not limited to, land, buildings, machinery and equipment, office equipment, and furniture and fixtures.
Carrying value as of the balance sheet date of obligations incurred and payable, pertaining to costs that are statutory in nature, are incurred on contractual obligations, or accumulate over time and for which invoices have not yet been received or will not be rendered. Examples include taxes, interest, rent and utilities.
Carrying value as of the balance sheet date of payments made in excess of existing cash balances, which will be honored by the bank but reflected as a loan to the entity. Overdrafts generally have a very short time frame for correction or repayment and are therefore more similar to short-term bank financing than trade financing.
Carrying value as of the balance sheet date of liabilities incurred through that date and payable for statutory sales and use taxes, including value added tax.
Maximum borrowing capacity under the credit facility without consideration of any current restrictions on the amount that could be borrowed or the amounts currently outstanding under the facility with an accordion feature.
Amount, before accumulated amortization, of debt issuance costs. Includes, but is not limited to, legal, accounting, underwriting, printing, and registration costs.
Maximum borrowing capacity under the credit facility without consideration of any current restrictions on the amount that could be borrowed or the amounts currently outstanding under the facility.
Amount, after unamortized (discount) premium and debt issuance costs, of long-term debt. Includes, but not limited to, notes payable, bonds payable, debentures, mortgage loans and commercial paper. Excludes capital lease obligations.
The carrying value as of the balance sheet date of the current and noncurrent portions of long-term obligations drawn from a line of credit, which is a bank's commitment to make loans up to a specific amount. Examples of items that might be included in the application of this element may consist of letters of credit, standby letters of credit, and revolving credit arrangements, under which borrowings can be made up to a maximum amount as of any point in time conditional on satisfaction of specified terms before, as of and after the date of drawdowns on the line. Includes short-term obligations that would normally be classified as current liabilities but for which (a) postbalance sheet date issuance of a long term obligation to refinance the short term obligation on a long term basis, or (b) the enterprise has entered into a financing agreement that clearly permits the enterprise to refinance the short-term obligation on a long term basis and the following conditions are met (1) the agreement does not expire within 1 year and is not cancelable by the lender except for violation of an objectively determinable provision, (2) no violation exists at the BS date, and (3) the lender has entered into the financing agreement is expected to be financially capable of honoring the agreement.
Maximum borrowing capacity under the credit facility without consideration of any current restrictions on the amount that could be borrowed or the amounts currently outstanding under the facility.
Interest rate used to find the present value of an amount to be paid or received in the future as an input to measure fair value. For example, but not limited to, weighted average cost of capital (WACC), cost of capital, cost of equity and cost of debt.
Fair value portion of currency on hand as well as demand deposits with banks or financial institutions. Includes other kinds of accounts that have the general characteristics of demand deposits. Also includes short-term, highly liquid investments that are both readily convertible to known amounts of cash and so near their maturity that they present insignificant risk of changes in value because of changes in interest rates.
Fair value portion of loan receivable, including, but not limited to, mortgage loans held for investment, finance receivables held for investment, policy loans on insurance contracts.
Securities (including those issuable pursuant to contingent stock agreements) that could potentially dilute basic earnings per share (EPS) or earnings per unit (EPU) in the future that were not included in the computation of diluted EPS or EPU because to do so would increase EPS or EPU amounts or decrease loss per share or unit amounts for the period presented.
The average number of shares or units issued and outstanding that are used in calculating diluted EPS or earnings per unit (EPU), determined based on the timing of issuance of shares or units in the period.
Number of [basic] shares or units, after adjustment for contingently issuable shares or units and other shares or units not deemed outstanding, determined by relating the portion of time within a reporting period that common shares or units have been outstanding to the total time in that period.
As of the balance sheet date, the number of shares into which not currently expected to vest stock options outstanding can be converted under the option plan.
Represents the expense recognized during the period arising from equity-based compensation arrangements (for example, shares of stock, unit, stock options or other equity instruments) with employees, directors and certain consultants qualifying for treatment as employees.
The amount of expense, net of income tax, recognized during the period arising from equity-based compensation arrangements (for example, shares of stock, unit, stock options or other equity instruments) with employees, directors and certain consultants qualifying for treatment as employees.
Weighted average period over which unrecognized compensation is expected to be recognized for equity-based compensation plans, in 'PnYnMnDTnHnMnS' format, for example, 'P1Y5M13D' represents the reported fact of one year, five months, and thirteen days.
The number of grants made during the period on other than stock (or unit) option plans (for example, phantom stock or unit plan, stock or unit appreciation rights plan, performance target plan).
The weighted average fair value at grant date for nonvested equity-based awards issued during the period on other than stock (or unit) option plans (for example, phantom stock or unit plan, stock or unit appreciation rights plan, performance target plan).
The number of non-vested equity-based payment instruments, excluding stock (or unit) options, that validly exist and are outstanding as of the balance sheet date.
The maximum number of shares (or other type of equity) originally approved (usually by shareholders and board of directors), net of any subsequent amendments and adjustments, for awards under the equity-based compensation plan. As stock or unit options and equity instruments other than options are awarded to participants, the shares or units remain authorized and become reserved for issuance under outstanding awards (not necessarily vested).
The difference between the maximum number of shares (or other type of equity) authorized for issuance under the plan (including the effects of amendments and adjustments), and the sum of: 1) the number of shares (or other type of equity) already issued upon exercise of options or other equity-based awards under the plan; and 2) shares (or other type of equity) reserved for issuance on granting of outstanding awards, net of cancellations and forfeitures, if applicable.
Amount of difference between fair value of the underlying shares reserved for issuance and exercise price of fully vested and expected to vest options that are exercisable.
As of the balance sheet date, the weighted-average exercise price (at which grantees can acquire the shares reserved for issuance) for exercisable stock options that are fully vested or expected to vest.
Period from grant date that an equity-based award expires, in 'PnYnMnDTnHnMnS' format, for example, 'P1Y5M13D' represents the reported fact of one year, five months, and thirteen days.
Weighted average remaining contractual term for fully vested and expected to vest options that are exercisable or convertible, in 'PnYnMnDTnHnMnS' format, for example, 'P1Y5M13D' represents the reported fact of one year, five months, and thirteen days.
The difference between the maximum number of shares (or other type of equity) authorized for issuance under the plan (including the effects of amendments and adjustments), and the sum of: 1) the number of shares (or other type of equity) already issued upon exercise of options or other equity-based awards under the plan; and 2) shares (or other type of equity) reserved for issuance on granting of outstanding awards, net of cancellations and forfeitures, if applicable.
The estimated dividend rate (a percentage of the share price) to be paid (expected dividends) to holders of the underlying shares over the option's term.
The estimated measure of the percentage by which a share price is expected to fluctuate during a period. Volatility also may be defined as a probability-weighted measure of the dispersion of returns about the mean. The volatility of a share price is the standard deviation of the continuously compounded rates of return on the share over a specified period. That is the same as the standard deviation of the differences in the natural logarithms of the stock prices plus dividends, if any, over the period.
Expected term of share-based compensation awards, in 'PnYnMnDTnHnMnS' format, for example, 'P1Y5M13D' represents the reported fact of one year, five months, and thirteen days.
The cash inflow associated with the amount received from holders exercising their stock options. This item inherently excludes any excess tax benefit, which the entity may have realized and reported separately.
Amount of accumulated difference between fair value of underlying shares on dates of exercise and exercise price on options exercised (or share units converted) into shares.
The amount of cash paid during the current period to foreign, federal, state, and local authorities as taxes on income, net of any cash received during the current period as refunds for the overpayment of taxes.