Delaware

75-2237318

(State or other jurisdiction of incorporation or organization)

(I.R.S. Employer Identification No.)

~~1600 West 7th Street, Fort Worth, Texas~~

~~76102~~

~~(Address of principal executive offices)~~

~~(Zip 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. x☒Yes o☐ 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). x☒Yes o☐ No

Indicate by check mark whether the registrant is a large accelerated filer, an accelerated filer, a non-accelerated filer, a smaller reporting company, or an emerging growth company. See definitions of “large accelerated filer,” “accelerated filer,” “smaller reporting company” and “emerging growth company” in Rule 12b-2 of the Exchange Act.



x ~~Large accelerated filer~~	o ~~Accelerated filer~~
o ~~Non-accelerated filer (Do not check if a smaller reporting company)~~	o ~~Smaller reporting company~~
	o ~~Emerging growth company~~



~~Table of Contents~~ ☒	Large accelerated filer	☐	Accelerated filer
☐	Non-accelerated filer	☐	Smaller reporting company
		☐	Emerging growth company

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

Indicate by check mark whether the registrant is a shell company (as defined in Rule 12b-2 of the Exchange Act). o☐ Yes x☒ No

As of ~~October 25, 2017,~~April 20, 2021, there were ~~47,186,687~~41,027,426 shares of common stock outstanding.

~~FORM 10-Q FOR THE QUARTER ENDED~~ ~~SEPTEMBER 30, 2017~~

CAUTIONARY STATEMENT REGARDING RISKS AND UNCERTAINTIES THAT MAY AFFECT FUTURE RESULTS

Forward-Looking Information

This quarterly report contains forward-looking statements about the business, financial condition and prospects of FirstCash, Inc. and its wholly owned subsidiaries (together, the “Company”). Forward-looking statements, as that term is defined in the Private Securities Litigation Reform Act of 1995, can be identified by the use of forward-looking terminology such as “believes,” “projects,” “expects,” “may,” “estimates,” “should,” “plans,” “targets,” “intends,” “could,” “would,” “anticipates,” “potential,” “confident,” “optimistic” or the negative thereof, or other variations thereon, or comparable terminology, or by discussions of strategy, objectives, estimates, guidance, expectations and future plans. Forward-looking statements can also be identified by the fact these statements do not relate strictly to historical or current matters. Rather, forward-looking statements relate to anticipated or expected events, activities, trends or results. Because forward-looking statements relate to matters that have not yet occurred, these statements are inherently subject to risks and uncertainties.

~~These forward-looking statements are made to provide the public with management’s current assessment of the Company’s business. Although~~While the Company believes the expectations reflected in forward-looking statements are reasonable, there can be no assurances such expectations will prove to be accurate. Security holders are cautioned such forward-looking statements involve risks and uncertainties. Certain factors may cause results to differ materially from those anticipated by the forward-looking statements made in this quarterly report. Such factors may include, without limitation, the risks, uncertainties and regulatory developments (1) related to the COVID-19 pandemic, including the unknown duration and severity of the COVID-19 pandemic, which may be impacted by variants of the COVID-19 virus and the timing, availability and efficacy of the COVID-19 vaccines in the jurisdictions in which the Company operates, the impact of governmental responses that have been, and may in the future be, imposed in response to the pandemic, including stimulus programs which could adversely impact lending demand and regulations which could adversely affect the Company’s ability to continue to fully operate, potential changes in consumer behavior and shopping patterns which could impact demand for both the Company’s pawn loan and retail products, changes in the economic conditions in the United States and Latin America, which potentially could have an impact on discretionary consumer spending or impact demand for pawn loan products, and currency fluctuations, primarily involving the Mexican peso and (2) those discussed and described in ~~(i)~~ the Company’s ~~2016 annual report~~most recent Annual Report on Form 10-K filed with the Securities and Exchange Commission (the “SEC”) ~~on March 1, 2017,~~, including the risks described in Part 1, Item 1A, “Risk Factors” thereof, ~~(ii) in this quarterly report,~~ and ~~(iii) the~~ other reports filed subsequently by the Company with the SEC. Many of these risks and uncertainties are beyond the ability of the Company to control, nor can the Company predict, in many cases, all of the risks and uncertainties that could cause its actual results to differ materially from those indicated by the forward-looking statements. The forward-looking statements contained in this quarterly report speak only as of the date of this quarterly report, and the Company expressly disclaims any obligation or undertaking to report any updates or revisions to any such statement to reflect any change in the Company’s expectations or any change in events, conditions or circumstances on which any such statement is based, except as required by law.


FIRSTCASH, INC.
CONSOLIDATED BALANCE SHEETS
(unaudited, in thousands)

	March 31,				December 31,
	2021		2020		2020
ASSETS
Cash and cash equivalents	$	54,641	$	75,464	$	65,850
Fees and service charges receivable	35,334		40,121		41,110
Pawn loans	265,438		314,296		308,231

Inventories	185,336		227,876		190,352
Income taxes receivable	8,236		4,279		9,634
Prepaid expenses and other current assets	8,629		10,736		9,388

Total current assets	557,614		672,772		624,565

Property and equipment, net	384,617		329,066		373,667
Operating lease right of use asset	287,418		280,840		298,957
Goodwill	974,051		927,290		977,381
Intangible assets, net	83,229		84,999		83,651
Other assets	9,365		9,188		9,818
Deferred tax assets	3,869		8,718		4,158
Total assets	$	2,300,163	$	2,312,873	$	2,372,197

LIABILITIES AND STOCKHOLDERS’ EQUITY

Accounts payable and accrued liabilities	$	79,575	$	74,805	$	81,917
Customer deposits	38,727		39,728		34,719
Income taxes payable	7,139		9,832		1,148
Lease liability, current	86,529		82,355		88,622
Total current liabilities	211,970		206,720		206,406

Revolving unsecured credit facilities	44,000		355,519		123,000

Senior unsecured notes	493,108		296,744		492,916
Deferred tax liabilities	73,020		64,728		71,173
Lease liability, non-current	186,972		181,787		194,887

Total liabilities	1,009,070		1,105,498		1,088,382

Stockholders’ equity:

Common stock	493		493		493
Additional paid-in capital	1,218,323		1,224,113		1,221,788
Retained earnings	811,921		749,126		789,303
Accumulated other comprehensive loss	(130,767)		(180,472)		(118,432)
Common stock held in treasury, at cost	(608,877)		(585,885)		(609,337)
Total stockholders’ equity	1,291,093		1,207,375		1,283,815
Total liabilities and stockholders’ equity	$	2,300,163	$	2,312,873	$	2,372,197

The accompanying notes are an integral part of these consolidated financial statements.

FIRSTCASH, INC.
CONDENSED CONSOLIDATED BALANCE SHEETS
(unaudited, in thousands)

September 30, December 31,
2017 2016 2016
ASSETS
Cash and cash equivalents $ 93,411
$ 83,356
$ 89,955
Fees and service charges receivable 45,134
45,708
41,013
Pawn loans 371,367
373,169
350,506
Consumer loans, net 24,515
27,792
29,204
Inventories 308,683
332,862
330,683
Income taxes receivable 27,867
36,449
25,510
Prepaid expenses and other current assets 23,818
31,935
25,264
Investment in common stock of Enova —
54,786
—
Total current assets 894,795
986,057
892,135

Property and equipment, net 234,309
240,749
236,057
Goodwill 834,883
865,350
831,151
Intangible assets, net 95,991
106,502
104,474
Other assets 59,054
69,125
71,679
Deferred tax assets 12,694
9,912
9,707
Total assets $ 2,131,726
$ 2,277,695
$ 2,145,203

LIABILITIES AND STOCKHOLDERS’ EQUITY
Accounts payable and accrued liabilities $ 94,769
$ 129,997
$ 109,354
Customer deposits 37,626
37,591
33,536
Income taxes payable 3,763
910
738
Total current liabilities 136,158
168,498
143,628

Revolving unsecured credit facilities 140,000
360,000
260,000
Senior unsecured notes 294,961
196,373
196,545
Deferred tax liabilities 73,203
42,125
61,275
Other liabilities 19,725
77,645
33,769
Total liabilities 664,047
844,641
695,217

Stockholders’ equity:
Preferred stock —
—
—
Common stock 493
493
493
Additional paid-in capital 1,219,589
1,217,820
1,217,969
Retained earnings 436,159
359,926
387,401
Accumulated other comprehensive loss (88,445 ) (109,114 ) (119,806 )
Common stock held in treasury, at cost (100,117 ) (36,071 ) (36,071 )
Total stockholders’ equity 1,467,679
1,433,054
1,449,986
Total liabilities and stockholders’ equity $ 2,131,726
$ 2,277,695
$ 2,145,203

The accompanying notes are an integral part
of these condensed consolidated financial statements.


FIRSTCASH, INC.
CONSOLIDATED STATEMENTS OF INCOME
(unaudited, in thousands, except per share amounts)

	Three Months Ended
	March 31,
	2021		2020
Revenue:
Retail merchandise sales	$	272,042	$	296,629
Pawn loan fees	115,522		142,115
Wholesale scrap jewelry sales	20,375		26,371
Consumer loan and credit services fees	0		1,375
Total revenue	407,939		466,490

Cost of revenue:
Cost of retail merchandise sold	157,153		184,695
Cost of wholesale scrap jewelry sold	17,197		22,847
Consumer loan and credit services loss provision	0		(361)
Total cost of revenue	174,350		207,181

Net revenue	233,589		259,309

Expenses and other income:
Store operating expenses	137,324		153,500
Administrative expenses	30,999		32,902
Depreciation and amortization	10,612		10,674
Interest expense	7,230		8,418
Interest income	(158)		(185)
Merger and acquisition expenses	166		68
Loss on foreign exchange	267		2,685

Write-off of certain Cash America merger related lease intangibles	878		3,630
Impairment of certain other assets	0		1,900
Total expenses and other income	187,318		213,592

Income before income taxes	46,271		45,717

Provision for income taxes	12,556		12,799

Net income	$	33,715	$	32,918

Earnings per share:
Basic	$	0.82	$	0.79
Diluted	$	0.82	$	0.78

The accompanying notes are an integral part of these consolidated financial statements.

FIRSTCASH, INC.
CONDENSED CONSOLIDATED STATEMENTS OF INCOME (LOSS)
(unaudited, in thousands, except per share amounts)

Three Months Ended Nine Months Ended
September 30, September 30,
2017 2016 2017 2016
Revenue:
Retail merchandise sales $ 246,334
$ 152,215
$ 750,150
$ 386,534
Pawn loan fees 132,545
79,505
383,428
182,816
Wholesale scrap jewelry sales 37,528
18,956
107,285
35,906
Consumer loan and credit services fees 19,005
10,477
58,754
21,079
Total revenue 435,412
261,153
1,299,617
626,335

Cost of revenue:
Cost of retail merchandise sold 161,350
93,399
483,458
239,166
Cost of wholesale scrap jewelry sold 36,831
16,977
102,370
30,701
Consumer loan and credit services loss provision 6,185
3,413
15,419
5,780
Total cost of revenue 204,366
113,789
601,247
275,647

Net revenue 231,046
147,364
698,370
350,688

Expenses and other income:
Store operating expenses 138,966
80,574
412,780
190,563
Administrative expenses 29,999
24,500
93,542
58,277
Depreciation and amortization 13,872
7,281
42,804
17,165
Interest expense 6,129
5,073
17,827
13,859
Interest income (418 ) (138 ) (1,138 ) (636 )
Merger and other acquisition expenses 911
29,398
3,164
33,877
Loss on extinguishment of debt 20
—
14,114
—
Net loss on sale of common stock of Enova —
253
—
253
Total expenses and other income 189,479
146,941
583,093
313,358

Income before income taxes 41,567
423
115,277
37,330

Provision for income taxes 13,293
1,835
39,119
13,895

Net income (loss) $ 28,274
$ (1,412 ) $ 76,158
$ 23,435

Net income (loss) per share:
Basic $ 0.59
$ (0.04 ) $ 1.58
$ 0.77
Diluted $ 0.59
$ (0.04 ) $ 1.58
$ 0.77

Dividends declared per common share $ 0.190
$ 0.125
$ 0.570
$ 0.375

The accompanying notes are an integral part
of these condensed consolidated financial statements.


FIRSTCASH, INC.
CONSOLIDATED STATEMENTS OF COMPREHENSIVE INCOME (LOSS)
(unaudited, in thousands)

	Three Months Ended
	March 31,
	2021		2020
Net income	$	33,715	$	32,918
Other comprehensive income (loss):
Currency translation adjustment	(12,335)		(83,503)
Comprehensive income (loss)	$	21,380	$	(50,585)

The accompanying notes are an integral part of these consolidated financial statements.

FIRSTCASH, INC.
CONDENSED CONSOLIDATED STATEMENTS OF COMPREHENSIVE INCOME (LOSS)
(unaudited, in thousands)

Three Months Ended Nine Months Ended
September 30, September 30,
2017 2016 2017 2016
Net income (loss) $ 28,274
$ (1,412 ) $ 76,158
$ 23,435
Other comprehensive income (loss):
Currency translation adjustment (4,981 ) (12,248 ) 31,361
(28,951 )
Change in fair value of investment in common stock of Enova ⁽¹⁾
—
(1,753 ) —
(1,753 )
Comprehensive income (loss) $ 23,293
$ (15,413 ) $ 107,519
$ (7,269 )

(1) Net of tax benefit of $1,031 for the three and nine months ended September 30, 2016.

The accompanying notes are an integral part
of these condensed consolidated financial statements.

FIRSTCASH, INC.
CONDENSED CONSOLIDATED STATEMENTS OF CHANGES IN STOCKHOLDERS’ EQUITY
(unaudited, in thousands)

Preferred
Stock

Common
Stock

Additional
Paid-In
Capital

Retained
Earnings

Accum-
ulated
Other
Compre-
hensive
Loss

Common Stock
Held in Treasury

Total
Stock-
holders’
Equity
Shares Amount Shares Amount Shares Amount
Balance at 12/31/2016 —
$ —
49,276
$ 493
$ 1,217,969
$ 387,401
$ (119,806 ) 769
$ (36,071 ) $ 1,449,986
Shares issued under share-based com-pensation plan —
—
—
—
(440 ) —
—
(10 ) 440
—
Exercise of stock options —
—
—
—
(242 ) —
—
(13 ) 549
307
Share-based compensa-tion expense —
—
—
—
2,302
—
—
—
—
2,302
Net income —
—
—
—
—
76,158
—
—
—
76,158
Dividends paid —
—
—
—
—
(27,400 ) —
—
—
(27,400 )
Currency translation adjustment —
—
—
—
—
—
31,361
—
—
31,361
Repurchases of treasury stock —
—
—
—
—
—
—
1,182
(65,035 ) (65,035 )
Balance at 9/30/2017 —
$ —
49,276
$ 493
$ 1,219,589
$ 436,159
$ (88,445 ) 1,928
$ (100,117 ) $ 1,467,679

The accompanying notes are an integral part
of these condensed consolidated financial statements.


FIRSTCASH, INC.
CONSOLIDATED STATEMENTS OF CHANGES IN STOCKHOLDERS’ EQUITY
(unaudited, in thousands, except per share amounts)

Three Months Ended March 31, 2021
	Common Stock		Additional Paid-In Capital		Retained Earnings		Accum- ulated Other Compre- hensive Loss		Common Stock Held in Treasury			Total Stock- holders’ Equity
		Shares	Amount								Shares	Amount
As of 12/31/2020		49,276	$	493	$	1,221,788	$	789,303	$	(118,432)	8,238	$	(609,337)	$	1,283,815
Shares issued under share-based compensation plan, net of 28 shares net-settled		—	—		(7,090)		—		—		(73)	5,427		(1,663)


Share-based compensation expense		—	—		3,625		—		—		—	—		3,625
Net income		—	—		—		33,715		—		—	—		33,715
Cash dividends ($0.27 per share)		—	—		—		(11,097)		—		—	—		(11,097)
Currency translation adjustment		—	—		—		—		(12,335)		—	—		(12,335)
Purchases of treasury stock		—	—		—		—		—		84	(4,967)		(4,967)

As of 3/31/2021		49,276	$	493	$	1,218,323	$	811,921	$	(130,767)	8,249	$	(608,877)	$	1,291,093





























The accompanying notes are an integral part of these consolidated financial statements.

FIRSTCASH, INC.
CONDENSED CONSOLIDATED STATEMENTS OF CHANGES IN STOCKHOLDERS’ EQUITY
CONTINUED
(unaudited, in thousands)

Preferred
Stock

Common
Stock

Additional
Paid-In
Capital

Retained
Earnings

Accum-
ulated
Other
Compre-
hensive
Loss

Common Stock
Held in Treasury

Total
Stock-
holders’
Equity
Shares Amount Shares Amount Shares Amount
Balance at 12/31/2015 —
$ —
40,288
$ 403
$ 202,393
$ 643,604
$ (78,410 ) 12,052
$ (336,608 ) $ 431,382
Shares issued under share-based com-pensation plan —
—
7
—
(3,903 ) —
—
(83 ) 3,903
—
Shares issued upon merger with Cash America —
—
20,181
202
1,015,305
—
—
—
—
1,015,507
Share-based compensa-tion expense —
—
—
—
4,025
—
—
—
—
4,025
Net income —
—
—
—
—
23,435
—
—
—
23,435
Dividends paid —
—
—
—
—
(10,591 ) —
—
—
(10,591 )
Change in fair value of investment in common stock of Enova, net of tax —
—
—
—
—
—
(1,753 ) —
—
(1,753 )
Currency translation adjustment —
—
—
—
—
—
(28,951 ) —
—
(28,951 )
Retirement of treasury stock —
—
(11,200 ) (112 ) —
(296,522 ) —
(11,200 ) 296,634
—
Balance at 9/30/2016 —
$ —
49,276
$ 493
$ 1,217,820
$ 359,926
$ (109,114 ) 769
$ (36,071 ) $ 1,433,054

The accompanying notes are an integral part
of these condensed consolidated financial statements.



Table of Contents


FIRSTCASH, INC.
CONSOLIDATED STATEMENTS OF CHANGES IN STOCKHOLDERS’ EQUITY
CONTINUED
(unaudited, in thousands, except per share amounts)

Three Months Ended March 31, 2020
	Common Stock		Additional Paid-In Capital		Retained Earnings		Accum- ulated Other Compre- hensive Loss		Common Stock Held in Treasury			Total Stock- holders’ Equity
		Shares	Amount								Shares	Amount
As of 12/31/2019		49,276	$	493	$	1,231,528	$	727,476	$	(96,969)	6,947	$	(512,493)	$	1,350,035
Shares issued under share-based compensation plan, net of 46 shares net-settled		—	—		(10,266)		—		—		(93)	6,939		(3,327)


Share-based compensation expense		—	—		2,851		—		—		—	—		2,851
Net income		—	—		—		32,918		—		—	—		32,918
Cash dividends ($0.27 per share)		—	—		—		(11,268)		—		—	—		(11,268)
Currency translation adjustment		—	—		—		—		(83,503)		—	—		(83,503)
Purchases of treasury stock		—	—		—		—		—		981	(80,331)		(80,331)

As of 3/31/2020		49,276	$	493	$	1,224,113	$	749,126	$	(180,472)	7,835	$	(585,885)	$	1,207,375


































The accompanying notes are an integral part of these consolidated financial statements.

FIRSTCASH, INC.
CONDENSED CONSOLIDATED STATEMENTS OF CASH FLOWS
(unaudited, in thousands)
Nine Months Ended
September 30,
2017 2016
Cash flow from operating activities:
Net income $ 76,158
$ 23,435
Adjustments to reconcile net income to net cash flow provided by operating activities:
Non-cash portion of credit loss provision 10,012
2,368
Share-based compensation expense 2,302
4,025
Net loss on sale of common stock of Enova —
253
Depreciation and amortization expense 42,804
17,165
Amortization of debt issuance costs 1,322
1,083
Amortization of favorable/(unfavorable) lease intangibles, net (744 ) (58 )
Loss on extinguishment of debt 14,114
—
Deferred income taxes, net 11,137
8,665
Changes in operating assets and liabilities, net of business combinations:
Fees and service charges receivable (3,017 ) (2,630 )
Inventories 5,206
(4,924 )
Prepaid expenses and other assets 7,819
1,774
Accounts payable, accrued liabilities and other liabilities (21,036 ) 2,990
Income taxes 2,769
(13,672 )
Net cash flow provided by operating activities 148,846
40,474
Cash flow from investing activities:
Loan receivables, net of cash repayments 5,261
(31,486 )
Purchases of property and equipment (26,595 ) (23,426 )
Portion of aggregate merger consideration paid in cash, net of cash acquired —
(8,251 )
Acquisitions of pawn stores, net of cash acquired (1,141 ) (28,756 )
Proceeds from sale of common stock of Enova —
2,962
Net cash flow used in investing activities (22,475 ) (88,957 )
Cash flow from financing activities:
Borrowings from revolving credit facilities 181,000
396,000
Repayments of revolving credit facilities (301,000 ) (94,000 )
Repayments of debt assumed from acquisitions —
(238,532 )
Issuance of senior unsecured notes 300,000
—
Repurchase/redemption of senior unsecured notes (200,000 ) —
Repurchase/redemption premiums paid on senior unsecured notes (10,895 ) —
Debt issuance costs paid (5,342 ) (2,340 )
Purchases of treasury stock (65,035 ) —
Proceeds from exercise of share-based compensation awards 307
—
Dividends paid (27,400 ) (10,591 )
Net cash flow provided by (used in) financing activities (128,365 ) 50,537
Effect of exchange rates on cash 5,450
(5,652 )
Change in cash and cash equivalents 3,456
(3,598 )
Cash and cash equivalents at beginning of the period 89,955
86,954
Cash and cash equivalents at end of the period $ 93,411
$ 83,356

The accompanying notes are an integral part
of these condensed consolidated financial statements.



Table of Contents


FIRSTCASH, INC.
CONSOLIDATED STATEMENTS OF CASH FLOWS
(unaudited, in thousands)
	Three Months Ended
	March 31,
	2021		2020
Cash flow from operating activities:
Net income	$	33,715	$	32,918
Adjustments to reconcile net income to net cash flow provided by operating activities:
Non-cash portion of consumer loan credit loss provision	0		(729)
Share-based compensation expense	3,625		2,851
Depreciation and amortization expense	10,612		10,674
Amortization of debt issuance costs	395		387


Write-off of certain Cash America merger related lease intangibles	878		3,630
Impairment of certain other assets	0		1,900

Deferred income taxes, net	2,010		4,239
Changes in operating assets and liabilities, net of business combinations:
Fees and service charges receivable	5,394		3,673
Inventories purchased directly from customers, wholesalers or manufacturers	1,442		6,951
Prepaid expenses and other assets	868		355
Accounts payable, accrued liabilities and other liabilities	3,122		9,755
Income taxes	7,113		781
Net cash flow provided by operating activities	69,174		77,385
Cash flow from investing activities:
Loan receivables, net (1)	42,394		52,279
Purchases of furniture, fixtures, equipment and improvements	(9,491)		(10,581)
Purchases of store real property	(14,441)		(9,617)

Acquisitions of pawn stores, net of cash acquired	(1,204)		(5,477)

Net cash flow provided by investing activities	17,258		26,604
Cash flow from financing activities:
Borrowings from unsecured credit facilities	45,000		106,925
Repayments of unsecured credit facilities	(124,000)		(88,000)





Debt issuance costs paid	0		(130)
Purchases of treasury stock	(4,967)		(80,331)


Payment of withholding taxes on net share settlements of restricted stock unit awards	(1,663)		0
Dividends paid	(11,097)		(11,268)
Net cash flow used in financing activities	(96,727)		(72,804)
Effect of exchange rates on cash	(914)		(2,248)
Change in cash and cash equivalents	(11,209)		28,937
Cash and cash equivalents at beginning of the period	65,850		46,527
Cash and cash equivalents at end of the period	$	54,641	$	75,464

(1)Includes the funding of new loans net of cash repayments and recovery of principal through the sale of inventories acquired from forfeiture of pawn collateral.

The accompanying notes are an integral part of these consolidated financial statements.


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FIRSTCASH, INC.

NOTES TO ~~CONDENSED~~ CONSOLIDATED FINANCIAL STATEMENTS (unaudited)

~~(In thousands except per share amounts, unless otherwise indicated)~~

Note 1 - General

~~Note~~ 1 ~~- Significant Accounting Policies~~

Basis of Presentation

The accompanying ~~condensed~~ consolidated balance sheet at as of December 31, ~~2016~~,2020, which is derived from audited financial statements, and the unaudited ~~condensed~~ consolidated financial statements, including the notes thereto, include the accounts of FirstCash, Inc. and its wholly-owned subsidiaries (together, the “Company”). The Company regularly makes acquisitions and the results of operations for the acquired stores have been consolidated since the acquisition dates. All significant intercompany accounts and transactions have been eliminated.

These unaudited consolidated financial statements ~~are condensed and do not include all disclosures and footnotes required by~~have been prepared in accordance with U.S. generally accepted accounting principles in(“GAAP”) for interim financial information and with the ~~United States of America~~rules and regulations for ~~complete~~reporting on Form 10-Q. Accordingly, they do not include certain information and disclosures required for comprehensive financial statements. These interim period financial statements should be read in conjunction with the Company’s consolidated financial statements, which are included in the Company’s ~~annual report~~Annual Report on Form 10-K for the year ended December 31, ~~2016,~~2020, filed with the Securities and Exchange Commission (the “SEC”) on ~~March~~February 1, ~~2017.~~2021. The ~~condensed~~ consolidated financial statements as of ~~September 30, 2017~~March 31, 2021 and ~~2016,~~2020, and for the three month ~~and nine month~~ periods ended ~~September 30, 2017~~March 31, 2021 and ~~2016,~~2020, are unaudited, but in management’s opinion include all adjustments (consisting of only normal recurring adjustments) considered necessary to present fairly the financial position, results of operations and cash flow for such interim periods. Operating results for the ~~periods~~period ended ~~September 30, 2017~~March 31, 2021 are not necessarily indicative of the results that may be expected for the full ~~fiscal~~ year.

On September 1, 2016, the Company completed its merger with Cash America International, Inc. (“Cash America”), whereby Cash America merged with and into a wholly owned subsidiary of the Company (the “Merger”). The accompanying unaudited condensed consolidated results of operations for the three month and nine month periods ended September 30, 2017 include the results of operations for Cash America, while the comparable prior-year periods include the results of operations for Cash America for the period September 2, 2016 to September 30, 2016, affecting comparability of 2017 and 2016 amounts. The Company has performed a valuation analysis of identifiable assets acquired and liabilities assumed and allocated the aggregate Merger consideration based on the fair values of those identifiable assets and liabilities.

The Company has ~~significant~~ operations in Latin America, where in Mexico, Guatemala and ~~Guatemala~~Colombia, the functional currency is the Mexican peso, ~~and~~ Guatemalan quetzal ~~respectively.~~and Colombian peso. Accordingly, the assets and liabilities of these subsidiaries are translated into U.S. dollars at the exchange rate in effect at each balance sheet date, and the resulting adjustments are accumulated in other comprehensive income (loss) as a separate component of stockholders’ equity. Revenues and expenses are translated at the average exchange rates occurring during the ~~three month and nine month periods ended September 30, 2017 and 2016.~~respective period. The Company also has operations in El Salvador where the reporting and functional currency is the U.S. dollar.

Continuing Impact of COVID-19

The onset of COVID-19 in March 2020 in the U.S. and shortly thereafter in Latin America significantly impacted the Company’s operations and earnings results. Most countries, states and other local government officials reacted by instituting quarantines, shelter-in-place and other orders mandating non-essential business closures, travel restrictions and other measures in an effort to reduce the spread of COVID-19. The measures significantly reduced normal levels of consumer spending, and combined with broad-based stimulus programs and enhanced unemployment benefits in the U.S., provided significant and unprecedented liquidity to many of the Company’s customers, which greatly suppressed normal demand for pawn loans which, in turn, reduced volumes of inventory acquired from forfeited pawn loans.

The extent to which COVID-19 continues to impact the Company’s operations, results of operations, liquidity and financial condition will depend on future developments, which are highly uncertain and cannot be predicted with confidence, including the unknown duration and severity of the COVID-19 pandemic, which may be impacted by variants of the COVID-19 virus and the timing, availability and efficacy of the COVID-19 vaccines in the jurisdictions in which the Company operates, and the actions taken to contain the impact of COVID-19, as well as further actions taken to limit the resulting economic impact. In particular, government stimulus and other transfer programs have and may continue to have a material adverse impact on demand for pawn loans in future periods.

Use of Estimates

The preparation of interim financial statements in conformity with GAAP requires management to make estimates and assumptions that affect the reported amounts of assets and liabilities, and related revenue and expenses, and the disclosure of gain and loss contingencies at the date of the financial statements. Such estimates and assumptions are subject to a number of risks and uncertainties, which may cause actual results to differ materially from the Company’s estimates. The extent to which COVID-19 impacts the Company’s operations, results of operations, liquidity and financial condition, including estimates and assumptions used by the Company in the calculation and evaluation of the accrual for earned but uncollected pawn loan fees, impairment of goodwill and other intangible assets and current and deferred tax assets and liabilities, will depend on future


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developments, which are highly uncertain and cannot be predicted with confidence, including the unknown duration and severity of the COVID-19 pandemic and the actions taken to contain its impact, as well as actions taken to limit the resulting economic impact, among others. The Company’s future assessment of the magnitude and duration of the COVID-19 pandemic, as well as other factors, could result in material impacts to the Company’s financial statements in future reporting periods.

Reclassification

Certain amounts in the consolidated financial statements as of and for the three months ended March 31, 2020 have been reclassified in order to conform to the 2021 presentation.

Recent Accounting Pronouncements

In ~~May 2014,~~December 2019, the Financial Accounting Standards Board issued ASU ~~No. 2014-09, “Revenue from Contracts with Customers~~No 2019-12, “Income Taxes (Topic ~~606)”~~740): Simplifying the Accounting for Income Taxes” (“ASU ~~2014-09”~~2019-12”). ASU 2014-09 is a comprehensive revenue recognition model that requires a company to recognize revenue to depict the transfer of goods or services to a customer at an amount that reflects the consideration it expects to receive 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 Financial Accounting Standards Board issued ASU No. 2015-14, “Revenue from Contracts with Customers (Topic 606),” which delayed the effective date of ASU 2014-09 by one year. In addition, between March 2016 and December 2016, the Financial Accounting Standards Board issued ASU No. 2016-08, “Revenue from Contracts with Customers - Principal versus Agent Considerations (Reporting revenue gross versus net)” (“ASU 2016-08”), ASU No. 2016-10, “Identifying Performance Obligations and Licensing” (“ASU 2016-10”), ASU No. 2016-12, “Revenue from Contracts with Customers (Topic 606): Narrow-Scope Improvements and Practical Expedients” (“ASU 2016-12”), and ASU No. 2016-20, “Technical Corrections and Improvements to Topic 606, Revenue from Contracts with Customers” (“ASU 2016-20”). ASU 2016-08, ASU 2016-10, ASU 2016-12 and ASU 2016-20 clarify2019-12 removes certain aspects of ASU 2014-09 and provide additional implementation guidance. ASU 2014-09, ASU 2016-08, ASU 2016-10, ASU 2016-12 and ASU 2016-20 (collectively, “ASC 606”) become effective for annual reporting periods (including interim periods within those periods) beginning after December 15, 2017 for public companies. Early adoption is permitted but not before annual reporting periods beginning after December 15, 2016. Entities are permitted to adopt ASC 606 using one of two methods: (a) full retrospective



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~~adoption, meaning the standard is applied to all periods presented, or (b) modified retrospective adoption, meaning the cumulative effect of applying the new standard is recognized as an adjustment~~exceptions to the ~~opening retained earnings balance.~~

The Company plans to adopt ASC 606 using the modified retrospective method. The Company does not believe the adoption of ASC 606 will impact the Company’s revenue recognition for pawn loan fees or consumer loan fees, as it believes neither is within the scope of ASC 606. Further, the Company has not identified any impacts to its consolidated financial statements that it believes will be material as a result of the adoption of ASC 606 for other revenue streams (retail merchandise sales, credit services fees and wholesale scrap jewelry sales), although it continues to evaluate the impact of adoption.

~~In July 2015, the Financial~~general principles in Topic 740 in Generally Accepted Accounting ~~Standards Board issued~~Principles. ASU No. 2015-11, “Simplifying the Measurement of Inventory” (“ASU 2015-11”). ASU 2015-11 requires inventory be measured at the lower of cost or net realizable value. ASU 2015-11 defines net realizable value as the estimated selling price in the ordinary course of business, less reasonably predictable costs of completion, disposal, and transportation. Inventory measured using last-in, first-out (“LIFO”) or the retail inventory method are excluded from the scope of this update. ASU 2015-11 requires prospective application and is effective for fiscal years beginning after December 15, 2016 and interim periods within those fiscal years, with early adoption permitted. The Company adopted ASU 2015-11 as of January 1, 2017, and the guidance was applied prospectively. There were no changes to the Company’s financial position, results of operations, financial statement disclosures or valuation of inventory.

In February 2016, the Financial Accounting Standards Board issued ASU No. 2016-02, “Leases (Topic 842)” (“ASU 2016-02”). ASU 2016-02 requires a lessee to recognize, in the statement of financial position, a liability to make lease payments (the lease liability) and a right-to-use asset representing its right to use the underlying asset for the lease term. Leases will be classified as either financing or operating, with classification affecting the pattern of expense recognition in the income statement. Lessor accounting remains largely unchanged. ASU 2016-02 is effective for annual reporting periods beginning after December 15, 2018, and interim periods within those annual periods, with early adoption permitted. An entity will be required to recognize and measure leases at the beginning of the earliest period presented using a modified retrospective approach. The Company is currently assessing the potential impact of ASU 2016-02 on its consolidated financial statements.

In June 2016, the Financial Accounting Standards Board issued ASU No. 2016-13, “Financial Instruments - Credit Losses (Topic 326): Measurement of Credit Losses on Financial Instruments” (“ASU 2016-13”). ASU 2016-13 amends the impairment model by requiring entities to use a forward-looking approach based on expected losses to estimate credit losses on certain types of financial instruments, including trade receivables. ASU 2016-132019-12 is effective for public entities for fiscal years beginning after December 15, ~~2019,~~2020, with early adoption permitted. The ~~Company is currently assessing the potential impact~~adoption of ASU ~~2016-13~~2019-12 did not have a material effect on ~~its consolidated~~the Company’s current financial ~~statements.~~position, results of operations or financial statement disclosures.

In ~~August 2016,~~March 2020, the Financial Accounting Standards Board issued ASU ~~No. 2016-15, “Statement~~No 2020-04, “Reference Rate Reform (Topic 848): Facilitation of ~~Cash Flows (Topic 230): Classification~~the Effects of ~~Certain Cash Receipts and Cash Payments”~~Reference Rate Reform on Financial Reporting” (“ASU ~~2016-15”~~2020-04”). ASU ~~2016-15 clarifies how companies present~~2020-04 provides temporary optional expedients and ~~classify certain cash receipts~~exceptions to the GAAP guidance on contract modifications and ~~cash payments in~~hedge accounting to ease the ~~statement of cash flows.~~financial reporting burdens related to the expected market transition from the London Interbank Offered Rate (LIBOR) and other interbank offered rates to alternative reference rates. ASU ~~2016-15 addresses eight specific cash flow issues with the objective of reducing existing diversity in practice. ASU 2016-15~~2020-04 is effective ~~for public entities for fiscal years~~ beginning ~~after~~on March 12, 2020, and the Company may elect to apply the amendments prospectively through December ~~15, 2017, with early adoption permitted.~~31, 2022. The Company does not expect ASU ~~2016-15 to have a material effect on the Company’s consolidated financial statements or current financial statement disclosures.~~

In January 2017, the Financial Accounting Standards Board issued ASU No. 2017-01, “Business Combinations (Topic 805) - Clarifying the Definition of a Business” (“ASU 2017-01”). ASU 2017-01 provides amendments to clarify the definition of a business and affects all companies and other reporting organizations that must determine whether they have acquired or sold a business. The amendments are intended to help companies and other organizations evaluate whether transactions should be accounted for as acquisitions (or disposals) of assets or businesses. The guidance is effective for public business entities for fiscal years beginning after December 15, 2017, and interim periods within those fiscal years and should be applied prospectively as of the beginning of the period of adoption. Early adoption is permitted under certain circumstances. The Company does not expect ASU 2017-012020-04 to have a material effect on the Company’s current financial position, results of operations or financial statement disclosures.

In January 2017, the Financial Accounting Standards Board issued ASU No. 2017-04, “Intangibles - Goodwill and Other (Topic 350) - Simplifying the Test for Goodwill Impairment” (“ASU 2017-04”). These amendments eliminate step

Note 2 from the goodwill impairment test. The amendments also eliminate the requirements for any reporting unit with a zero or negative carrying amount to perform a qualitative assessment and, if it fails that qualitative test, to perform step 2 of the goodwill impairment test. An entity still has the option to perform the qualitative assessment for a reporting unit to determine if the quantitative impairment test is necessary. The guidance is effective for annual or any interim goodwill impairment tests in fiscal years beginning after December 15, 2019. Early adoption is permitted for interim or annual goodwill impairment tests performed on testing dates after January 1,



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2017 and should be adopted on a prospective basis. The Company does not expect ASU 2017-04 to have a material effect on the Company’s current financial position, results of operations or financial statement disclosures.

~~Note~~ 2 - Earnings Per Share

The following table sets forth the computation of basic and diluted earnings per ~~share:~~share (in thousands, except per share amounts):


	Three Months Ended
	March 31,
	2021		2020
Numerator:
Net income	$	33,715	$	32,918



Denominator:
Weighted-average common shares for calculating basic earnings per share	41,034		41,912
Effect of dilutive securities:
Stock options and restricted stock unit awards	22		95
Weighted-average common shares for calculating diluted earnings per share	41,056		42,007

Earnings per share:
Basic	$	0.82	$	0.79
Diluted	$	0.82	$	0.78

Three Months Ended Nine Months Ended
September 30, September 30,
2017 2016 2017 2016
Numerator:
Net income (loss) $ 28,274
$ (1,412 ) $ 76,158
$ 23,435

Denominator (in thousands):
Weighted-average common shares for calculating basic earnings per share 47,628
34,631
48,090
30,372
Effect of dilutive securities:
Stock options and nonvested stock awards 40
—
27
—
Weighted-average common shares for calculating diluted earnings per share 47,668
34,631
48,117
30,372

Net income (loss) per share:
Basic $ 0.59
$ (0.04 ) $ 1.58
$ 0.77
Diluted $ 0.59
$ (0.04 ) $ 1.58
$ 0.77


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Note 3 - Operating Leases

The Company leases the majority of its pawnshop locations under operating leases and determines if an arrangement is or contains a lease at inception. Many leases include both lease and non-lease components, which the Company accounts for separately. Lease components include rent, taxes and insurance costs while non-lease components include common area or other maintenance costs. Operating leases are included in operating lease right of use assets, lease liability, current and lease liability, non-current in the consolidated balance sheets. The Company does not have any finance leases.

Leased facilities are generally leased for a term of three to five years with one or more options to renew for an additional three to five years, typically at the Company’s sole discretion. In addition, the majority of these leases can be terminated early upon an adverse change in law which negatively affects the store’s profitability. The Company regularly evaluates renewal and termination options to determine if the Company is reasonably certain to exercise the option, and excludes these options from the lease term included in the recognition of the operating lease right of use asset and lease liability until such certainty exists. The weighted-average remaining lease term for operating leases as of March 31, 2021 and 2020 was 4.1 years and 3.9 years, respectively.

The operating lease right of use asset and lease liability is recognized based on the present value of the future minimum lease payments over the lease term at the commencement date. The Company’s leases do not provide an implicit rate and therefore, it uses its incremental borrowing rate based on the information available at the lease commencement date in determining the present value of the lease payments. The Company utilizes a portfolio approach for determining the incremental borrowing rate to apply to groups of leases with similar characteristics. The weighted-average discount rate used to measure the lease liability as of March 31, 2021 and 2020 was 6.7% and 7.8%, respectively.

The Company has certain operating leases in Mexico which are denominated in U.S. dollars. The liability related to these leases is considered a monetary liability, and requires remeasurement each reporting period into the functional currency (Mexican pesos) using reporting date exchange rates. The remeasurement results in the recognition of foreign currency exchange gains or losses each reporting period, which can produce a certain level of earnings volatility. The Company recognized a foreign currency loss of $0.6 million and $4.4 million during the three months ended March 31, 2021 and 2020, respectively, related to the remeasurement of these U.S. dollar denominated operating leases, which is included in loss on foreign exchange in the accompanying consolidated statements of income.

Lease expense is recognized on a straight-line basis over the lease term, with variable lease expense recognized in the period such payments are incurred. The following table details the components of lease expense included in store operating expenses in the consolidated statements of income during the three months ended March 31, 2021 and 2020 (in thousands):


	Three Months Ended
	March 31,
	2021		2020
Operating lease expense	$	31,065	$	31,210
Variable lease expense (1)	3,834		3,545
Total operating lease expense	$	34,899	$	34,755

(1)Variable lease costs consist primarily of taxes, insurance and common area or other maintenance costs paid based on actual costs incurred by the lessor and can therefore vary over the lease term.

The following table details the maturity of lease liabilities for all operating leases as of March 31, 2021 (in thousands):


Nine months ending December 31, 2021	$	78,410
2022	84,948
2023	64,926
2024	42,188
2025	18,221
Thereafter	23,966
Total	$	312,659
Less amount of lease payments representing interest	(39,158)
Total present value of lease payments	$	273,501


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The following table details supplemental cash flow information related to operating leases for the three months ended March 31, 2021 and 2020 (in thousands):


	Three Months Ended
	March 31,
	2021		2020
Cash paid for amounts included in the measurement of operating lease liabilities	$	28,186	$	28,835
Leased assets obtained in exchange for new operating lease liabilities	$	16,778	$	24,983

Note 34 - Long-Term Debt

The following table details the Company’s long-term debt at the respective principal amounts, net of unamortized debt issuance ~~costs:~~costs on the senior unsecured notes (in thousands):


	As of March 31,				As of December 31,
	2021		2020		2020
Revolving unsecured uncommitted credit facility, maturing 2023 (1)	$	0	$	25,519	$	0
Revolving unsecured credit facility, maturing 2024 (1)	44,000		330,000		123,000
5.375% senior unsecured notes due 2024 (2)	0		296,744		0
4.625% senior unsecured notes due 2028 (3)	493,108		0		492,916

Total long-term debt	$	537,108	$	652,263	$	615,916

September 30, December 31,
2017 2016 2016
Senior unsecured notes:
5.375% senior notes due 2024 ⁽¹⁾
$ 294,961
$ —
$ —
6.75% senior notes due 2021 ⁽²⁾
—
196,373
196,545
$ 294,961
$ 196,373
$ 196,545

Revolving unsecured credit facility, maturing 2022 $ 140,000
$ 360,000
$ 260,000
(1)Debt issuance costs related to the Company’s revolving unsecured credit facilities are included in other assets in the accompanying consolidated balance sheets.


⁽¹⁾	~~As of September 30, 2017, deferred debt issuance costs of $5,039~~ (2)As of March 31, 2020, deferred debt issuance costs of $3.3 million are included ~~as a direct deduction from the carrying amount of the senior unsecured notes due 2024 in the accompanying condensed consolidated balance sheets.~~


⁽²⁾	As of September 30, 2016 and December 31, 2016, deferred debt issuance costs of $3,627 and $3,455, respectively, are included as a direct deduction from the carrying amount of the senior unsecured notes due 2021 in the accompanying condensed consolidated balance sheets.



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~~Senior Unsecured Notes~~

On May 30, 2017, the Company completed an offering of $300,000 of 5.375% senior notes due on June 1, 2024 (the “Notes”). Interest on the Notes will be payable semi-annually in arrears on June 1 and December 1, commencing on December 1, 2017. The Notes were sold to the placement agents as initial purchasers for resale only to qualified institutional buyers in accordance with Rule 144A under the Securities Act of 1933, as amended (the “Securities Act”), and outside the United States in accordance with Regulation S under the Securities Act. The Company used the proceeds from the offering to repurchase, or otherwise redeem, its outstanding $200,000, 6.75% senior notes due 2021 (the “2021 Notes”), to repay borrowings under the Company’s credit facility and to pay related fees and expenses associated with the Notes offering and the repurchase and redemption of the 2021 Notes. The Company capitalized approximately $5,200 in issuance costs, which consisted primarily of placement agent fees and legal and other professional expenses. The issuance costs are being amortized over the life of the Notes as a component of interest expense and are carried as a direct deduction from the carrying amount of the ~~Notes~~senior unsecured notes due 2024 in the accompanying ~~condensed~~ consolidated balance sheets.

(3)As of March 31, 2021 and December 31, 2020, deferred debt issuance costs of $6.9 million and $7.1 million, respectively, are included as a direct deduction from the carrying amount of the senior unsecured notes due 2028 in the accompanying consolidated balance sheets.

Revolving Unsecured Credit Facility

As of March 31, 2021, the Company maintained an unsecured line of credit with a group of U.S. based commercial lenders (the “Credit Facility”) in the amount of $500.0 million. The Credit Facility matures on December 19, 2024. As of March 31, 2021, the Company had $44.0 million in outstanding borrowings and $3.4 million in outstanding letters of credit under the Credit Facility, leaving $452.6 million available for future borrowings, subject to certain financial covenants. The Credit Facility is unsecured and bears interest, at the Company’s option, of either (1) the prevailing LIBOR (with interest periods of 1 week or 1, 2, 3 or 6 months at the Company’s option) plus a fixed spread of 2.5% or (2) the prevailing prime or base rate plus a fixed spread of 1.5%. The agreement has a LIBOR floor of 0%. Additionally, the Company is required to pay an annual commitment fee of 0.325% on the average daily unused portion of the Credit Facility commitment. The weighted-average interest rate on amounts outstanding under the Credit Facility at March 31, 2021 was 2.82% based on 1 week LIBOR. Under the terms of the Credit Facility, the Company is required to maintain certain financial ratios and comply with certain financial covenants. The Credit Facility also contains customary restrictions on the Company’s ability to incur additional debt, grant liens, make investments, consummate acquisitions and similar negative covenants with customary carve-outs and baskets. The Company was in compliance with the covenants of the Credit Facility as of March 31, 2021. During the three months ended March 31, 2021, the Company made net payments of $79.0 million pursuant to the Credit Facility.

Revolving Unsecured Uncommitted Credit Facility

As of March 31, 2021, the Company’s primary subsidiary in Mexico, First Cash S.A. de C.V., maintained an unsecured and uncommitted line of credit guaranteed by FirstCash, Inc. with a bank in Mexico (the “Mexico Credit Facility”) in the amount of $600.0 million Mexican pesos. The Mexico Credit Facility bears interest at the Mexican Central Bank’s interbank equilibrium rate (“TIIE”) plus a fixed spread of 2.5% and matures on March 9, 2023. Under the terms of the Mexico Credit Facility, the Company is required to maintain certain financial ratios and comply with certain financial covenants. The Company was in compliance with the covenants of the Mexico Credit Facility as of March 31, 2021. At March 31, 2021, the Company had 0 amount outstanding under the Mexico Credit Facility and $600.0 million Mexican pesos available for borrowings.


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Senior Unsecured Notes Due 2028

On August 26, 2020, the Company issued $500.0 million of 4.625% senior unsecured notes due on September 1, 2028 (the “Notes”), all of which are currently outstanding. Interest on the Notes is payable semi-annually in arrears on March 1 and September 1. The Notes are fully and unconditionally guaranteed on a senior unsecured basis jointly and severally by all of the Company's existing and future domestic subsidiaries that guarantee its ~~primary revolving bank credit facility.~~Credit Facility. The Notes will permit the Company ~~to make share repurchases of up to $100,000 with the net proceeds of the Notes and other available funds and~~ to make restricted payments, such as purchasing shares of its stock and paying cash dividends, in an unlimited amount if, after giving pro forma effect to the incurrence of any indebtedness to make such payment, the Company's consolidated total debt ratio (“Net Debt Ratio”) is less than ~~2.25~~2.75 to ~~1.00.~~1. The Net Debt Ratio is defined generally in the indenture governing the Notes ~~(the “Indenture”)~~ as the ratio of (1) the total consolidated debt of the Company minus cash and cash equivalents of the Company to (2) the Company’s consolidated trailing twelve months EBITDA, as adjusted to exclude certain non-recurring expenses and giving pro forma effect to operations acquired during the measurement period.

The Company ~~may redeem~~utilized the net proceeds from the offering of the Notes ~~at any time on or after June 1, 2020, at the redemption prices set forth in the Indenture, plus accrued and unpaid interest, if any. In addition, prior~~ to ~~June 1, 2020, the Company may~~ redeem ~~some or~~ all of the Notes at a price equal to 100% of the principal amount thereof, plus accrued and unpaid interest, if any, plus a “make-whole” premium set forth in the Indenture. The Company may redeem up to 35% of the Notes prior to June 1, 2020, with the proceeds of certain equity offerings at a redemption price of 105.375% of the$300.0 million aggregate principal amount of the ~~Notes redeemed, plus accrued~~Company’s 5.375% senior notes due 2024 and ~~unpaid interest, if any. In addition, upon~~to repay a ~~change of control, noteholders have the right to require the Company to purchase the Notes at a price equal to 101% of the principal amount of the Notes, plus accrued and unpaid interest, if any.~~

For the nine months ended September 30, 2017, the Company recognized a $14,114 loss on extinguishment of debt related to the repurchase or redemption of the 2021 Notes which includes the tender or redemption premiums paid over the outstanding $200,000 principal amount of the 2021 Notes and other reacquisition costs of $10,895 and the write off of unamortized debt issuance costs of $3,219.

~~Revolving Credit Facilities~~

At September 30, 2017, the Company maintained a line of credit with a group of U.S. based commercial lenders (the “2016 Credit Facility”) in the amount of $400,000. In May 2017, the term of the 2016 Credit Facility was extended through September 2, 2022. The calculation of the fixed charge coverage ratio was also amended to remove share repurchases from the calculation to provide greater flexibility for making future share repurchases and paying cash dividends.

At September 30, 2017, the Company had $140,000 in outstanding borrowings and a $4,456 outstanding letter of credit under the 2016 Credit Facility, leaving $255,544 available for future borrowings. The 2016 Credit Facility bears interest, at the Company’s option, at either (i) the prevailing London Interbank Offered Rate (“LIBOR”) (with interest periods of 1 week or 1, 2, 3 or 6 months at the Company’s option) plus a fixed spread of 2.5% or (ii) the prevailing prime or base rate plus a fixed spread of 1.5%. The agreement has a LIBOR floor of 0%. Additionally, the Company is required to pay an annual commitment fee of 0.50% on the average daily unused portion of the 2016 Credit Facility commitment. The weighted-average interest rate on amounts outstanding under the 2016 Credit Facility at September 30, 2017 was 3.75% based on 1 week LIBOR. Under the terms of the 2016 Credit Facility, the Company is required to maintain certain financial ratios and comply with certain financial covenants. The 2016 Credit Facility also contains customary restrictions on the Company’s ability to incur additional debt, grant liens, make investments, consummate acquisitions and similar negative covenants with customary carve-outs and baskets. The Company was in compliance with the requirements and covenants of the 2016 Credit Facility as of September 30, 2017. During the nine months ended September 30, 2017, the Company made net payments of $120,000 pursuant to the 2016 Credit Facility.



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At September 30, 2017, the Company maintained a U.S. dollar denominated line of credit with a bank in Mexico (the “Mexico Credit Facility”) in the amount of $10,000. The Mexico Credit Facility bears interest at 30-day LIBOR plus a fixed spread of 2.0% and matures in December 2017. Under the terms of the Mexico Credit Facility, the Company is required to maintain certain financial ratios and comply with certain financial covenants. The Company was in compliance with the requirements and covenants of the Mexico Credit Facility as of September 30, 2017. The Company is required to pay a one-time commitment fee of $25 due when the first amount is drawn/borrowed. At September 30, 2017, the Company had no amount outstanding under the Mexico Credit Facility and $10,000 was available for borrowings.

Note 45 - Fair Value of Financial Instruments

The fair value of financial instruments is determined by reference to various market data and other valuation techniques, as appropriate. Financial assets and liabilities are classified based on the lowest level of input that is significant to the fair value measurement. The Company’s assessment of the significance of a particular input to the fair value measurement requires judgment, and may affect the valuation of the fair value of assets and liabilities and their placement within the fair value hierarchy levels. The three fair value levels are (from highest to lowest):

Level 1: Quoted market prices in active markets for identical assets or liabilities.

Level 2: Observable market-based inputs or unobservable inputs that are corroborated by market data.

Level 3: Unobservable inputs that are not corroborated by market data.

Recurring Fair Value Measurements

As of ~~September 30, 2017,~~March 31, 2021, 2020 and December 31, 2020, the Company did not have any financial assets or liabilities ~~that are~~ measured at fair value on a recurring basis. ~~The Company’s financial assets that were measured at fair value on a recurring basis as of September 30, 2016 and December 31, 2016 were as follows:~~

September 30, Fair Value Measurements Using
Financial assets: 2016 Level 1 Level 2 Level 3
Cash America nonqualified savings plan-related assets $ 12,229
$ 12,229
$ —
$ —
Investment in common stock of Enova 54,786
54,786
—
—
$ 67,015
$ 67,015
$ —
$ —

December 31, Fair Value Measurements Using
2016 Level 1 Level 2 Level 3
Financial assets:
Cash America nonqualified savings plan-related assets $ 12,663
$ 12,663
$ —
$ —
$ 12,663
$ 12,663
$ —
$ —

Prior to the Merger, Cash America had a nonqualified savings plan that was available to certain members of its management. Upon completion of the Merger, the nonqualified savings plan was terminated and during the three months ended March 31, 2017, the Company dissolved the plan and distributed the remaining assets to the participants. As of September 30, 2016 and December 31, 2016, the assets of the nonqualified savings plan included marketable equity securities, which were classified as Level 1 and the fair values were based on quoted market prices. The nonqualified savings plan assets were included in prepaid expenses and other current assets in the accompanying condensed consolidated balance sheet with an offsetting liability of equal amount, which is included in accounts payable and accrued expenses in the accompanying condensed consolidated balance sheet.

The Company’s investment in common stock of Enova represented the Company’s available-for-sale shares of Enova International, Inc. (“Enova”) common stock. As of September 30, 2016, the equity securities representing Enova common stock were classified as Level 1 and based on the market determined stock price of Enova. During 2016, the Company sold all of the Enova shares in open market transactions.



~~Table of Contents~~

Fair Value Measurements on a ~~Nonrecurring~~Non-Recurring Basis

The Company measures non-financial assets and liabilities, such as property and equipment and intangible assets, at fair value on a ~~nonrecurring~~non-recurring basis, or when events or circumstances indicate that the carrying amount of the assets may be impaired. During the three months ended March 31, 2020, the Company recorded a $1.9 million impairment related to a non-financial, non-operating asset that was included in other assets in the consolidated balance sheets.


Table of Contents

Financial Assets and Liabilities Not Measured at Fair Value

The Company’s financial assets and liabilities as of ~~September 30, 2017, 2016~~March 31, 2021, 2020 and December 31, ~~2016~~2020 that are not measured at fair value in the ~~condensed~~ consolidated balance sheets are as ~~follows:~~follows (in thousands):


	Carrying Value		Estimated Fair Value
	March 31,		March 31,		Fair Value Measurements Using
	2021		2021		Level 1		Level 2		Level 3
Financial assets:
Cash and cash equivalents	$	54,641	$	54,641	$	54,641	$	0	$	0
Fees and service charges receivable	35,334		35,334		0		0		35,334
Pawn loans	265,438		265,438		0		0		265,438

	$	355,413	$	355,413	$	54,641	$	0	$	300,772

Financial liabilities:
Revolving unsecured credit facilities	$	44,000	$	44,000	$	0	$	44,000	$	0
Senior unsecured notes (outstanding principal)	500,000		506,000		0		506,000		0
	$	544,000	$	550,000	$	0	$	550,000	$	0


	Carrying Value		Estimated Fair Value									Carrying Value		Estimated Fair Value
	September 30,		September 30,		Fair Value Measurements Using							March 31,		March 31,		Fair Value Measurements Using
	2017		2017		Level 1		Level 2		Level 3			2020		2020		Level 1		Level 2		Level 3
Financial assets:											Financial assets:
Cash and cash equivalents	$	93,411	$	93,411	$	93,411	$	—	$	—	Cash and cash equivalents	$	75,464	$	75,464	$	75,464	$	0	$	0
Fees and service charges receivable											Fees and service charges receivable	40,121		40,121		0		0		40,121
Pawn loans	371,367		371,367		—		—		371,367		Pawn loans	314,296		314,296		0		0		314,296
Consumer loans, net	24,515		24,515		—		—		24,515
Fees and service charges receivable	45,134		45,134		—		—		45,134

	$	534,427	$	534,427	$	93,411	$	—	$	441,016		$	429,881	$	429,881	$	75,464	$	0	$	354,417

Financial liabilities:											Financial liabilities:
Revolving unsecured credit facilities	$	140,000	$	140,000	$	—	$	140,000	$	—	Revolving unsecured credit facilities	$	355,519	$	355,519	$	0	$	355,519	$	0
Senior unsecured notes, outstanding principal	300,000		314,000		—		314,000		—
Senior unsecured notes (outstanding principal)											Senior unsecured notes (outstanding principal)	300,000		276,000		0		276,000		0
	$	440,000	$	454,000	$	—	$	454,000	$	—		$	655,519	$	631,519	$	0	$	631,519	$	0

Carrying Value Estimated Fair Value
September 30, September 30, Fair Value Measurements Using
2016 2016 Level 1 Level 2 Level 3
Financial assets:
Cash and cash equivalents $ 83,356
$ 83,356
$ 83,356
$ —
$ —
Pawn loans 373,169
373,169
—
—
373,169
Consumer loans, net 27,792
27,792
—
—
27,792
Fees and service charges receivable 45,708
45,708
—
—
45,708
$ 530,025
$ 530,025
$ 83,356
$ —
$ 446,669

Financial liabilities:
Revolving unsecured credit facilities $ 360,000
$ 360,000
$ —
$ 360,000
$ —
Senior unsecured notes, outstanding principal 200,000
210,000
—
210,000
—
$ 560,000
$ 570,000
$ —
$ 570,000
$ —

Carrying Value Estimated Fair Value
December 31, December 31, Fair Value Measurements Using
2016 2016 Level 1 Level 2 Level 3
Financial assets:
Cash and cash equivalents $ 89,955
$ 89,955
$ 89,955
$ —
$ —
Pawn loans 350,506
350,506
—
—
350,506
Consumer loans, net 29,204
29,204
—
—
29,204
Fees and service charges receivable 41,013
41,013
—
—
41,013
$ 510,678
$ 510,678
$ 89,955
$ —
$ 420,723

Financial liabilities:
Revolving unsecured credit facilities $ 260,000
$ 260,000
$ —
$ 260,000
$ —
Senior unsecured notes, outstanding principal 200,000
208,000
—
208,000
—
$ 460,000
$ 468,000
$ —
$ 468,000
$ —

As cash and cash equivalents have maturities of less than three months, the carrying value of cash and cash equivalents approximates fair value. Due to their short-term maturities, the carrying value of pawn loans and fees and service charges receivable approximate fair value. Short-term loans and installment loans, collectively, represent consumer loans, net on the accompanying condensed consolidated balance sheets and are carried net of the allowance for estimated loan losses, which is calculated by applying historical loss rates combined with recent default trends to the gross consumer loan balance. The unobservable inputs used to calculate the fair value of these loans include historical loss rates, recent default trends and estimated remaining loan terms; therefore, the carrying value approximates the fair value.

The carrying value of the ~~Company’s prior~~unsecured credit facilities ~~approximates~~approximate fair value as of ~~September 30, 2016.~~March 31, 2021, 2020 and December 31, 2020. The ~~carrying~~fair value of the ~~Company’s current~~unsecured credit facilities ~~(the 2016 Credit Facility~~is estimated based on market values for debt issuances with similar characteristics or rates currently available for debt with similar terms. In addition, the unsecured credit facilities have a variable interest rate based on a fixed spread over LIBOR or TIIE and ~~the Mexico Credit Facility) approximates fair value as of September 30, 2017 and December 31, 2016.~~reprice with any changes in LIBOR or TIIE. The fair value of the senior unsecured notes ~~have been~~is estimated based on ~~a discounted cash flow analysis using a discount rate representing the Company’s estimate of the rate~~quoted prices in markets that ~~would be used by market participants. Changes in assumptions or estimation methodologies may have a material effect on these estimated fair values.~~are not active.

Note 56 - Segment Information

The Company organizes its operations into ~~two~~2 reportable segments as follows:

•U.S. operations ~~- Includes all pawn and consumer loan operations in the U.S.~~

•Latin America operations - ~~Includes all pawn and consumer loan operations in Latin America, which currently~~ includes operations in Mexico, Guatemala, Colombia and El Salvador

Corporate expenses and income, which include administrative expenses, corporate depreciation and amortization, interest expense, interest income, merger and acquisition expenses, loss on foreign exchange, write-offs of certain lease intangibles and impairments of certain other assets, are incurred or earned in both the U.S. and Latin America, but presented on a consolidated basis and are not allocated between the U.S. operations segment and Latin America operations segment.

The following tables present reportable segment information for the three month period ended March 31, 2021 and ~~nine month periods ended September 30, 2017 and 2016:~~2020 (in thousands):


	Three Months Ended March 31, 2020
	U.S. Operations		Latin America Operations		Corporate		Consolidated
Revenue:
Retail merchandise sales	$	195,966	$	100,663	$	0	$	296,629
Pawn loan fees	97,857		44,258		0		142,115
Wholesale scrap jewelry sales	15,478		10,893		0		26,371
Consumer loan and credit services fees (1)	1,375		0		0		1,375
Total revenue	310,676		155,814		0		466,490

Cost of revenue:
Cost of retail merchandise sold	119,529		65,166		0		184,695
Cost of wholesale scrap jewelry sold	14,006		8,841		0		22,847
Consumer loan and credit services loss provision (1)	(361)		0		0		(361)
Total cost of revenue	133,174		74,007		0		207,181

Net revenue	177,502		81,807		0		259,309

Expenses and other income:
Store operating expenses	107,706		45,794		0		153,500
Administrative expenses	0		0		32,902		32,902
Depreciation and amortization	5,401		4,063		1,210		10,674
Interest expense	0		0		8,418		8,418
Interest income	0		0		(185)		(185)
Merger and acquisition expenses	0		0		68		68
Loss on foreign exchange	0		0		2,685		2,685
Write-off of certain Cash America merger related lease intangibles	0		0		3,630		3,630
Impairment of certain other assets	0		0		1,900		1,900

Total expenses and other income	113,107		49,857		50,628		213,592

Income (loss) before income taxes	$	64,395	$	31,950	$	(50,628)	$	45,717

Three Months Ended September 30, 2016

U.S.
Operations

Latin America
Operations
Corporate Consolidated
Revenue:
Retail merchandise sales $ 84,547
$ 67,668
$ —
$ 152,215
Pawn loan fees 48,840
30,665
—
79,505
Wholesale scrap jewelry sales 15,046
3,910
—
18,956
Consumer loan and credit services fees 9,991
486
—
10,477
Total revenue 158,424
102,729
—
261,153

Cost of revenue:
Cost of retail merchandise sold 51,922
41,477
—
93,399
Cost of wholesale scrap jewelry sold 13,955
3,022
—
16,977
Consumer loan and credit services loss provision 3,275
138
—
3,413
Total cost of revenue 69,152
44,637
—
113,789

Net revenue 89,272
58,092
—
147,364

Expenses and other income:
Store operating expenses 52,480
28,094
—
80,574
Administrative expenses —
—
24,500
24,500
Depreciation and amortization 2,906
2,602
1,773
7,281
Interest expense —
—
5,073
5,073
Interest income —
—
(138 ) (138 )
Merger and other acquisition expenses —
—
29,398
29,398
Net loss on sale of common stock of Enova —
—
253
253
Total expenses and other income 55,386
30,696
60,859
146,941

Income (loss) before income taxes $ 33,886
$ 27,396
$ (60,859 ) $ 423
(1)Effective June 30, 2020, the Company no longer offers an unsecured consumer loan product in the U.S.

ITEM 2.MANAGEMENT’S DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION AND RESULTS OF OPERATIONS

The following discussion of financial condition, results of operations, liquidity and capital resources of FirstCash, Inc. and its wholly-owned subsidiaries ~~(the~~(together, the “Company”) should be read in conjunction with the Company’s ~~condensed~~ consolidated financial statements and accompanying notes included under Part I, Item 1 of this quarterly report on Form 10-Q, as well as with the audited consolidated financial statements and accompanying notes and Management’s Discussion and Analysis of Financial Condition and Results of Operations included in the Company’s ~~annual report~~Annual Report on Form 10-K for the year ended December 31, ~~2016. References in this quarterly report on Form 10-Q to “year-to-date” refer to the nine-month period from January 1, 2017 to September 30, 2017.~~2020.

The Company is a leading operator of retail-based pawn stores with over ~~2,100~~2,770 store locations in the U.S. and Latin America. The Company’s pawn stores generate ~~significant~~ retail sales primarily from the merchandise acquired through collateral forfeitures and over-the-counter purchases from customers. ~~The~~In addition, the stores ~~also offer pawn loans to~~ help customers meet small short-term cash ~~needs.~~needs by providing non-recourse pawn loans and buying merchandise directly from customers. Personal property, such as ~~consumer~~jewelry, electronics, ~~jewelry, power~~ tools, ~~household~~ appliances, sporting goods and musical instruments, is pledged as collateral for the pawn loans and held by the Company over the ~~life~~typical 30-day term of the ~~loan. In addition, some of the~~loan plus a stated grace period.

The Company’s long-term business plan is to grow revenues and income by opening new (“de novo”) retail pawn locations, acquiring existing pawn stores ~~offer consumer loans or credit services products. The Company’s strategy is to focus on growing its retail-based pawn operations~~ in ~~the U.S.~~strategic markets and ~~Latin America through new store openings~~increasing revenue and strategic acquisition opportunities as they arise. Pawn operations accounted for 95% and 97% of the Company’s consolidated revenue during the nine month periods ended September 30, 2017 and 2016, respectively.operating profits in existing stores.

The Company organizes its operations into two reportable segments. The U.S. operations segment consists of all ~~pawn and consumer loan~~ operations in the U.S. and the Latin America operations segment consists of all ~~pawn and consumer loan operations in Latin America, which currently includes~~ operations in Mexico, Guatemala, Colombia and El Salvador.

The Company recognizes pawn loan fee revenue on a constant-yield basis over the life of the pawn loan for all pawn loans of which the Company deems collection to be probable based on historical redemption statistics. If a pawn loan is not repaid prior to the expiration of the loan term, including any extension or grace period, if applicable, the property is forfeited to the Company and transferred to inventory at a value equal to the principal amount of the loan, exclusive of accrued pawn fee revenue. The Company records merchandise sales revenue at the time of the sale and presents merchandise sales net of any sales or value-added taxes collected. The Company does not provide direct financing to customers for the purchase of its merchandise, but does permit its customers to purchase merchandise on an interest-free layaway plan. Should the customer fail to make a required payment pursuant to a layaway plan, the previous payments are typically forfeited to the Company. Interim payments from customers on layaway sales are recorded as deferred revenue and subsequently recorded as income during the period in which final payment is received or when previous payments are forfeited to the Company. Some jewelry is melted at a third-party facility and the precious metal and diamond content is sold at either prevailing market commodity prices or a previously agreed upon price with a commodity buyer. The Company records revenue from these wholesale scrap jewelry transactions when a price has been agreed upon and the Company ships the commodity to the buyer.

OPERATIONS AND LOCATIONS

As of ~~September 30, 2017,~~March 31, 2021, the Company had ~~2,106~~2,771 store locations composed of 1,046 stores in 2624 U.S. states and the District of Columbia, 1,637 stores in 32 states in Mexico, 60 stores in Guatemala, 15 stores in Colombia and 13 stores in El ~~Salvador, which represents a net store-count increase of 1% over the number of stores at September 30, 2016.~~Salvador.

The following table details store count ~~activity~~activity:


	Three Months Ended March 31, 2021
	U.S.	Latin America
	Operations Segment	Operations Segment	Total Locations
Total locations, beginning of period	1,046	1,702	2,748
New locations opened	—	24	24
Locations acquired	2	—	2


Consolidation of existing pawn locations (1)	(2)	(1)	(3)

Total locations, end of period	1,046	1,725	2,771

(1)Store consolidations were primarily acquired locations over the past four years which have been combined with overlapping stores and for which the ~~three months ended September 30, 2017:~~Company expects to maintain a significant portion of the acquired customer base in the consolidated location.

At ~~September 30, 2017~~, ~~317~~ ~~of the U.S. pawn stores, which are primarily located in Texas and Ohio, also offered consumer loans or credit services products, while 49 Mexico pawn stores offered consumer loan products.~~

CRITICAL ACCOUNTING POLICIES

The ~~preparation of~~ financial statements have been prepared in ~~conformity~~accordance with accounting principles generally accepted in the United States of America requires management to make estimates, assumptions and judgments that affect the reported amounts of assets and liabilities, related revenue and expenses, and disclosure of gain and loss contingencies at the date of the financial statements. Such estimates, assumptions and judgments are subject to a number of risks and uncertainties, which may cause actual results to differ materially from the Company’s estimates.(“GAAP”). The significant accounting policies that the Company believes are the most critical to aid in fully understanding and evaluating its reported financial results have been reported in the Company’s ~~2016 annual report~~2020 Annual Report on Form 10-K. There have been no changes to the Company’s significant accounting policies for the ~~nine~~three months ended ~~September 30, 2017.~~March 31, 2021.

~~Recent Accounting Pronouncements~~

~~See Note 1 - Significant Accounting Policies~~

RESULTS OF OPERATIONS (unaudited)

Continuing Impact of COVID-19

The onset of COVID-19 in March 2020 in the U.S. and shortly thereafter in Latin America significantly impacted the Company’s operations and earnings results. Most countries, states and other local government officials reacted by instituting quarantines, shelter-in-place and other orders mandating non-essential business closures, travel restrictions and other measures in an effort to reduce the spread of COVID-19. These measures significantly reduced normal levels of consumer spending, and combined with broad-based stimulus programs and enhanced unemployment benefits in the U.S., provided significant and unprecedented liquidity to many of the ~~condensed~~Company’s customers, which greatly suppressed normal demand for pawn loans beginning in the second quarter of 2020. As the broad shutdowns in response to COVID-19 began to ease late in the second half of 2020, pawn lending activity began to slowly recover. Even so, resulting pawn balances at December 31, 2020 were still down 17% compared to the prior year end.

During the first quarter of 2021, two additional federal stimulus payments in the U.S. caused further declines in U.S. pawn lending demand while pawn lending activity in Latin America continued recovering to near pre-pandemic levels given the limited government stimulus programs in the region. As of March 31, 2021, consolidated ~~financial statements contained in Part I, Item 1~~pawn loan balances were still down 16% compared to the prior-year quarter. Resulting pawn loan fees were negatively impacted during the first quarter of ~~this report for~~2021 as a ~~discussion~~result of ~~recent accounting pronouncements that~~the lower pawn loan balances.

In most markets where the Company ~~has adopted or~~operates, pawnshops were designated as “essential businesses” and remained open during the broad shutdowns in response to COVID-19. As a result, the Company experienced strong customer demand for “stay-at-home” products such as consumer electronics and sporting goods. In addition, federal stimulus payments to consumers in the U.S. during 2020 also drove retail demand for most products. However, the increased retail volumes and less forfeited inventory from lower pawn receivables negatively impacted inventory balances in the second half of 2020. Resulting inventory balances at December 31, 2020 were down 28% compared to the prior year end. The lower beginning inventory levels negatively impacted retail sales during the first quarter of 2021 but were partially offset by additional retail demand in the U.S. as a result of the enhanced consumer liquidity caused by the two additional federal stimulus payments during the first quarter of 2021. In addition, retail sales margins increased significantly during the first quarter of 2021 in both the U.S. and Latin America compared to the prior-year quarter as a result of continued retail demand for value-priced pre-owned merchandise, increased buying of merchandise directly from customers and lower levels of aged inventory, all of which limited the need for normal discounting. Resulting gross profit from retail sales for the first quarter of 2021 increased 3% over the prior-year quarter.

The extent to which COVID-19 continues to impact the Company’s operations, results of operations, liquidity and financial condition will ~~adopt~~depend on future developments, which are highly uncertain and cannot be predicted with confidence, including the unknown duration and severity of the COVID-19 pandemic, which may be impacted by variants of the COVID-19 virus and the timing, availability and efficacy of the COVID-19 vaccines in the jurisdictions in which the Company operates, and the actions taken to contain the impact of COVID-19, as well as further actions taken to limit the resulting economic impact. In particular, government stimulus and other transfer programs have and may continue to have a material adverse impact on demand for pawn loans in future periods.

~~RESULTS OF CONTINUING OPERATIONS (unaudited)~~

Constant Currency Results

The Company’s management reviews and analyzes ~~certain~~ operating results in Latin America on a constant currency basis because the Company believes this better represents the Company’s underlying business trends. Constant currency results are non-GAAP financial measures, which exclude the effects of foreign currency translation and are calculated by translating ~~current year~~current-year results at ~~prior year~~prior-year average exchange rates. The wholesale scrap jewelry ~~generated~~sales in Latin America ~~is sold~~are priced and settled in U.S. dollars and ~~is therefore~~are not affected by foreign currency ~~translation. A~~translation, as are a small percentage of the operating and administrative expenses in Latin America, which are ~~also~~ billed and paid in U.S. ~~dollars which are not affected by foreign currency translation.~~dollars.

Business operations in Mexico, Guatemala and ~~Guatemala~~Colombia are transacted in Mexican pesos, ~~and~~ Guatemalan quetzales ~~respectively.~~and Colombian pesos. The Company also has operations in El Salvador where the reporting and functional currency is the U.S. dollar. The following table provides exchange rates for the Mexican peso, ~~and~~ Guatemalan quetzal and Colombian peso for the current and ~~prior year~~prior-year periods:


	March 31,		Favorable /
	2021	2020	(Unfavorable)
Mexican peso / U.S. dollar exchange rate:
End-of-period	20.6	23.5		12	%
Three months ended	20.3	19.9		(2)	%


Guatemalan quetzal / U.S. dollar exchange rate:
End-of-period	7.7	7.7		—	%
Three months ended	7.8	7.7		(1)	%


Colombian peso / U.S. dollar exchange rate:
End-of-period	3,737	4,065		8	%
Three months ended	3,553	3,533		(1)	%

September 30, Favorable /
2017 2016 (Unfavorable)
Mexican peso / U.S. dollar exchange rate:
End-of-period 18.2 19.5 7 %
Three months ended 17.8 18.7 5 %
Nine months ended 18.9 18.3 (3 )%

Guatemalan quetzal / U.S. dollar exchange rate:
End-of-period 7.3 7.5 3 %
Three months ended 7.3 7.6 4 %
Nine months ended 7.4 7.6 3 %

Amounts presented on a constant currency basis are denoted as such. See ~~“—Non-GAAP~~“Non-GAAP Financial Information” for additional discussion of constant currency operating results.

Operating Results for the Three Months Ended ~~September 30, 2017~~March 31, 2021 Compared to the Three Months Ended ~~September 30, 2016~~March 31, 2020

U.S. Operations Segment

The following table details earning assets, which consist of pawn loans ~~consumer loans, net~~ and inventories, as well as other earning asset metrics of the U.S. operations segment as of ~~September 30, 2017 as~~March 31, 2021 compared to ~~September 30, 2016:~~March 31, 2020 (dollars in thousands, except as otherwise noted):


	As of March 31,						Increase /
	2021			2020			(Decrease)
U.S. Operations Segment
Earning assets:
Pawn loans	$	169,642		$	224,121			(24)	%
Inventories		128,308			162,142			(21)	%
	$	297,950		$	386,263			(23)	%

Average outstanding pawn loan amount (in ones)	$	215		$	182			18	%

Composition of pawn collateral:
General merchandise	30		%	31		%
Jewelry	70		%	69		%
	100		%	100		%

Composition of inventories:
General merchandise	44		%	42		%
Jewelry	56		%	58		%
	100		%	100		%

Percentage of inventory aged greater than one year	2		%	3		%

Inventory turns (trailing twelve months cost of merchandise sales divided by average inventories)	3.3 times			2.9 times

Consumer loans, net ⁽¹⁾

The following table presents segment pre-tax operating income and other operating metrics of the U.S. operations segment for the three months ended ~~September 30, 2017 as~~March 31, 2021 compared to the three months ended ~~September 30, 2016.~~March 31, 2020 (dollars in thousands). Store operating expenses include salary and benefit expense of store-level employees, occupancy costs, bank charges, security, insurance, utilities, supplies and other costs incurred by the stores.


	Three Months Ended
	March 31,
	2021			2020			Decrease
U.S. Operations Segment
Revenue:
Retail merchandise sales	$	189,957		$	195,966			(3)	%
Pawn loan fees		76,397			97,857			(22)	%
Wholesale scrap jewelry sales		9,203			15,478			(41)	%
Consumer loan and credit services fees (1)		—			1,375			(100)	%
Total revenue		275,557			310,676			(11)	%

Cost of revenue:
Cost of retail merchandise sold		106,530			119,529			(11)	%
Cost of wholesale scrap jewelry sold		7,513			14,006			(46)	%
Consumer loan and credit services loss provision (1)		—			(361)			(100)	%
Total cost of revenue		114,043			133,174			(14)	%

Net revenue		161,514			177,502			(9)	%

Segment expenses:
Store operating expenses		95,247			107,706			(12)	%
Depreciation and amortization		5,382			5,401			—	%
Total segment expenses		100,629			113,107			(11)	%

Segment pre-tax operating income	$	60,885		$	64,395			(5)	%

Operating metrics:
Retail merchandise sales margin	44		%	39		%
Wholesale scrap jewelry sales margin	18		%	10		%
Net revenue margin	59		%	57		%
Segment pre-tax operating margin	22		%	21		%

Three Months Ended
September 30,
2017 2016 Increase
U.S. Operations Segment
Revenue:
Retail merchandise sales $ 160,598
$ 84,547
90 %
Pawn loan fees 95,266
48,840
95 %
Wholesale scrap jewelry sales 32,397
15,046
115 %
Consumer loan and credit services fees 18,525
9,991
85 %
Total revenue 306,786
158,424
94 %

Cost of revenue:
Cost of retail merchandise sold 107,561
51,922
107 %
Cost of wholesale scrap jewelry sold 31,518
13,955
126 %
Consumer loan and credit services loss provision 6,068
3,275
85 %
Total cost of revenue 145,147
69,152
110 %

Net revenue 161,639
89,272
81 %

Segment expenses:
Store operating expenses 104,555
52,480
99 %
Depreciation and amortization 5,919
2,906
104 %
Total segment expenses 110,474
55,386
99 %

Segment pre-tax operating income $ 51,165
$ 33,886
51 %
(1)Effective June 30, 2020, the Company no longer offers an unsecured consumer loan product in the U.S.

Retail Merchandise Sales Operations

U.S. retail merchandise sales ~~increased 90%~~decreased 3% to ~~$160,598~~$190.0 million during the ~~third~~first quarter of ~~2017~~2021 compared to ~~$84,547~~$196.0 million for the ~~third~~first quarter of 2016. The increase was primarily due to the third quarter of 2016 only including the results of operations for Cash America for the period September 2, 2016 to September 30, 2016 (“Cash America 2016 Partial Quarter”) as the Merger was completed on September 1, 2016.2020. Same-store retail sales decreased ~~1% in both legacy First Cash and Cash America stores~~5% in the ~~third~~first quarter of ~~2017~~2021 compared to the ~~third~~first quarter of ~~2016. During~~2020. Offsetting the ~~third quarter of 2017,~~small decline in retail sales revenue, the gross profit margin on retail merchandise sales in the U.S. was ~~33%~~44% during the first quarter of 2021 compared to a margin of 39% during the ~~third~~first quarter of ~~2016, reflecting~~2020, which resulted in a 9% increase in net revenue (gross profit) from retail sales for the ~~impact of historically lower margins in the Cash America stores and a focus during the third~~first quarter of ~~2017 on clearing~~2021 compared to the first quarter of 2020. The increase in margin was primarily a result of continued retail demand for value-priced pre-owned merchandise, increased buying of merchandise directly from customers and lower levels of aged inventory, ~~levels in~~which limited the ~~Cash America stores.~~need for normal discounting.

U.S. inventories decreased ~~14%~~21% from ~~$280,429~~$162.1 million at ~~September 30, 2016~~March 31, 2020 to ~~$240,384~~$128.3 million at September 30, 2017. The decrease was due to a 19% decline in legacy Cash America store inventories as the Company continues to optimize inventory levels and clear aged inventory in the Cash America stores, partially offset by a 6% increase in legacy First Cash store inventories.March 31, 2021. Inventories aged greater than one year ~~were 11% and 5%~~ in the ~~legacy Cash America stores~~U.S. were 2% at March 31, 2021 compared to 3% at March 31, 2020. The decrease in inventories was primarily a result of significantly lower than normal beginning inventory levels, less inventory being generated from forfeited pawn loans and ~~legacy First Cash U.S. stores, respectively.~~additional retail demand created by two additional federal stimulus payments made directly to consumers, partially offset by an increase in merchandise purchased directly from customers during the quarter compared to the prior-year quarter.

Pawn Lending Operations

U.S. pawn loan fees ~~increased 95% totaling $95,266~~decreased 22% to $76.4 million during the ~~third~~first quarter of ~~2017~~2021 compared to ~~$48,840~~$97.9 million for the ~~third~~first quarter of ~~2016. The increase was primarily due to the Cash America 2016 Partial Quarter. Legacy First Cash same-store~~2020. Same-store pawn ~~loan~~ fees ~~increased 3%, while legacy Cash America same-store pawn loan fees decreased 11%~~ in the ~~third~~first quarter of ~~2017~~2021 decreased 23% compared to the ~~third~~first quarter of ~~2016.~~2020. Pawn loan receivables ~~in the U.S.~~ as of ~~September 30, 2017~~March 31, 2021 decreased 6%24% in total and 25% on a same-store basis compared to ~~September 30, 2016. Legacy First Cash~~March 31, 2020.

The decline in total and same-store pawn receivables increased 5%, while legacy Cash America same-store pawn receivables decreased 13% as of September 30, 2017 compared to September 30, 2016. The decline in legacy Cash America same-store pawn receivables and resulting pawn loan fees was primarily due to the ~~expected impact~~significantly lower than normal beginning pawn loan levels and reduced origination activity during the first quarter of ~~reducing~~2021 as a result of improved customer liquidity due to the ~~holding period on delinquent pawn loans, continued optimization of loan-to-value ratios and to a lesser extent,~~two additional government stimulus payments made during the ~~impact of the hurricane on pawn receivables in coastal Texas markets.~~quarter.

Wholesale Scrap Jewelry Operations

U.S. wholesale scrap jewelry revenue, consisting primarily of gold sales, ~~increased 115%~~decreased 41% to ~~$32,397~~$9.2 million during the ~~third~~first quarter of ~~2017~~2021 compared to ~~$15,046~~$15.5 million during the ~~third~~first quarter of ~~2016.~~2020. The ~~increase~~decline in ~~wholesale~~scrap revenue relates primarily to reductions in inventory levels as discussed above. The scrap jewelry ~~revenue was primarily due to the Cash America 2016 Partial Quarter. The scrap~~ gross profit margin in the U.S. was 3%18% compared to the prior-year margin of 7%10%, ~~primarily as a result of~~with the ~~typically higher cost basis~~increase in scrap ~~jewelry sold by~~margin primarily due to an increase in the ~~Cash America stores. Scrap jewelry profits accounted for less than 1%~~average selling price of ~~U.S. net revenue (gross profit) for~~gold during the ~~third~~first quarter of ~~2017~~2021 compared to ~~1% in the third quarter of 2016.~~2020.

~~Consumer Lending Operations~~

Segment Expenses and Segment Pre-Tax Operating Income

U.S. store operating expenses ~~increased 99%~~decreased 12% to ~~$104,555~~$95.2 million during the ~~third~~first quarter of ~~2017~~2021 compared to ~~$52,480~~$107.7 million during the ~~third~~first quarter of ~~2016, primarily as a result of the Merger. Same-store~~2020 and same-store operating expenses ~~increased 2% and~~also decreased ~~3% in the legacy First Cash and Cash America stores, respectively,~~12% compared with the prior-year period. The decrease in total and same-store operating expenses was primarily due to cost saving initiatives in response to COVID-19.

The U.S. segment pre-tax operating income for the ~~third~~first quarter of ~~2017~~2021 was ~~$51,165,~~$60.9 million, which generated a pre-tax segment operating margin of ~~17%~~22% compared to ~~$33,886~~$64.4 million and 21% in the prior year, respectively. The ~~decline~~decrease in the segment pre-tax operating ~~margin was primarily due to historically lower operating margins~~income reflected decreases in pawn fee revenue as a result of the ~~Cash America stores~~decline in pawn loan receivables and net revenue from consumer loan and credit services products as a result of discontinuing consumer lending operations in 2020, partially offset by an increase in gross profit from both retail and scrap sales and a ~~focus during the third quarter of 2017 on clearing aged inventory levels~~decrease in ~~Cash America stores, resulting in lower gross profit margins on retail merchandise sales.~~operating expenses.

Latin America Operations Segment

Latin American results of operations for the three months ended March 31, 2021 compared to the three months ended March 31, 2020 were impacted by a 2% unfavorable change in the average value of the Mexican peso compared to the U.S. dollar. The translated value of Latin American earning assets as of March 31, 2021 compared to March 31, 2020 benefited from a 12% favorable change in the end-of-period value of the Mexican peso compared to the U.S. dollar.

The following table details earning assets, which consist of pawn loans ~~consumer loans, net~~ and inventories as well as other earning asset metrics of the Latin America operations segment as of ~~September 30, 2017 as~~March 31, 2021 compared to ~~September 30, 2016:~~March 31, 2020 (dollars in thousands, except as otherwise noted):


										Constant Currency Basis
										As of
										March 31,		Increase /
	As of March 31,						Increase /			2021		(Decrease)
	2021			2020			(Decrease)			(Non-GAAP)		(Non-GAAP)
Latin America Operations Segment
Earning assets:
Pawn loans	$	95,796		$	90,175			6	%	$	84,498		(6)	%
Inventories		57,028			65,734			(13)	%	50,324			(23)	%

	$	152,824		$	155,909			(2)	%	$	134,822		(14)	%

Average outstanding pawn loan amount (in ones)	$	76		$	56			36	%	$	67		20	%

Composition of pawn collateral:
General merchandise	66		%	70		%
Jewelry	34		%	30		%
	100		%	100		%

Composition of inventories:
General merchandise	58		%	62		%
Jewelry	42		%	38		%
	100		%	100		%

Percentage of inventory aged greater than one year	2		%	1		%

Inventory turns (trailing twelve months cost of merchandise sales divided by average inventories)	4.4 times			3.9 times

Constant Currency Basis
Balance at
September 30, Increase /
Balance at September 30, Increase / 2017 (Decrease)
2017 2016 (Decrease) (Non-GAAP) (Non-GAAP)
Latin America Operations Segment
Earning assets:
Pawn loans $ 90,150
$ 72,523
24 % $ 84,378
16 %
Consumer loans, net 407
411
(1 )% 380
(8 )%
Inventories 68,299
52,433
30 % 63,855
22 %
$ 158,856
$ 125,367
27 % $ 148,613
19 %

Average outstanding pawn loan amount (in ones) $ 67
$ 59
14 % $ 63
7 %

Composition of pawn collateral:
General merchandise 82 % 82 %
Jewelry 18 % 18 %
100 % 100 %

Composition of inventories:
General merchandise 75 % 80 %
Jewelry 25 % 20 %
100 % 100 %

Percentage of inventory aged greater than one year 1 % 1 %

The following table presents segment pre-tax operating income and other operating metrics of the Latin America operations segment for the three months ended ~~September 30, 2017 as~~March 31, 2021 compared to the three months ended ~~September 30, 2016.~~March 31, 2020 (dollars in thousands). Store operating expenses include salary and benefit expense of store-level employees, occupancy costs, bank charges, security, insurance, utilities, supplies and other costs incurred by the stores.


													Constant Currency Basis
													Three Months
													Ended
		Three Months Ended											March 31,			Increase /
		March 31,							Increase /				2021			(Decrease)
		2021				2020			(Decrease)				(Non-GAAP)			(Non-GAAP)
Latin America Operations Segment
Revenue:
Retail merchandise sales		$	82,085			$	100,663			(18)	%		$	83,937			(17)	%
Pawn loan fees		39,125				44,258				(12)	%		40,010				(10)	%
Wholesale scrap jewelry sales		11,172				10,893				3	%		11,172				3	%

Total revenue		132,382				155,814				(15)	%		135,119				(13)	%

Cost of revenue:
Cost of retail merchandise sold		50,623				65,166				(22)	%		51,763				(21)	%
Cost of wholesale scrap jewelry sold		9,684				8,841				10	%		9,902				12	%

Total cost of revenue		60,307				74,007				(19)	%		61,665				(17)	%

Net revenue		72,075				81,807				(12)	%		73,454				(10)	%

Segment expenses:
Store operating expenses		42,077				45,794				(8)	%		42,960				(6)	%
Depreciation and amortization		4,263				4,063				5	%		4,350				7	%
Total segment expenses		46,340				49,857				(7)	%		47,310				(5)	%

Segment pre-tax operating income		$	25,735			$	31,950			(19)	%		$	26,144			(18)	%

Operating metrics:
Retail merchandise sales margin	38			%	35			%				38			%
Wholesale scrap jewelry sales margin	13			%	19			%				11			%
Net revenue margin	54			%	53			%				54			%
Segment pre-tax operating margin	19			%	21			%				19			%

Retail Merchandise Sales Operations

Latin America retail merchandise sales ~~increased 27% (21%~~decreased 18% (17% on a constant currency basis) to ~~$85,736~~$82.1 million during the ~~third~~first quarter of ~~2017~~2021 compared to ~~$67,668~~$100.7 million for the ~~third~~first quarter of ~~2016. The increase was primarily due to a 24% increase~~2020. Same-store retail sales decreased 21% (19% on a constant currency basis) ~~in same-store retail sales, which included a same-store retail sales increase of 59% (52% on a constant currency basis) in~~during the ~~Maxi Prenda stores acquired in the fourth quarter of 2015 and~~ first quarter of ~~2016. Excluding~~2021 compared to the ~~Maxi Prenda stores, same-store~~first quarter of 2020. Partially offsetting the declines in retail sales ~~increased 19% (14% on a constant currency basis), which was primarily due to strong retail demand trends and~~revenue, the ~~maturation of existing stores. The~~ gross profit margin on retail merchandise sales was ~~37%~~38% during the ~~third~~first quarter of ~~2017~~2021 compared to ~~39%~~35% during the ~~third~~first quarter of ~~2016.~~2020.

Inventories in Latin America ~~increased 30% (22%~~decreased 13% (23% on a constant currency basis) from ~~$52,433~~$65.7 million at ~~September 30, 2016~~March 31, 2020 to ~~$68,299~~$57.0 million at ~~September 30, 2017. Increased inventory levels~~March 31, 2021. Inventories aged greater than one year in ~~the Maxi Prenda stores, which historically carried lower inventory balances than the typical First Cash store, accounted for 32% of the increase with growth from new store openings~~Latin America were 2% at March 31, 2021 and ~~the maturation of existing stores accounting for the remainder of the increase.~~1% at March 31, 2020.

The decrease in inventories, which limited retail sales during the first quarter, was primarily a result of significantly lower than normal beginning inventory levels and less inventory being generated from forfeited pawn loans partially offset by an increase in merchandise purchased directly from customers during the quarter compared to the prior-year quarter. The lower retail sales volume was partially offset by an increase in retail sales margin, which was primarily a result of continued retail demand for value-priced pre-owned merchandise and increased buying of merchandise directly from customers, which limited the need for normal discounting.

Pawn Lending Operations

Pawn loan fees in Latin America ~~increased 22% (16%~~decreased 12% (10% on a constant currency basis), totaling ~~$37,279~~$39.1 million during the ~~third~~first quarter of ~~2017~~2021 compared to ~~$30,665~~$44.3 million for the ~~third~~first quarter of ~~2016, primarily as a result of the 24% (16%~~2020. Same-store pawn fees decreased 13% (11% on a constant currency basis) ~~increase~~ in ~~pawn~~the first quarter of 2021 compared to the first quarter of 2020. Pawn loan receivables ~~as of September 30, 2017 compared to September 30, 2016. The increase in pawn receivables reflects a same-store pawn receivable increase of 22% (14%~~increased 6% (decreased 6% on a constant currency basis) ~~and new store additions. The increase in~~as of March 31, 2021 compared to March 31, 2020, while same-store pawn receivables increased 5% (decreased 7% on a constant currency basis).

The decline in total and same-store constant currency pawn receivables and resulting pawn loan fees was primarily due to ~~strong demand for~~the significantly lower than normal beginning pawn ~~loans and~~loan levels, partially offset by the ~~maturation~~continued improvement of ~~existing stores.~~pawn loan origination activity during the first quarter of 2021.

Wholesale Scrap Jewelry Operations

Latin America wholesale scrap jewelry revenue, consisting primarily of gold sales, increased ~~31%~~3% (also 3% on a constant currency basis) to ~~$5,131~~$11.2 million during the ~~third~~first quarter of ~~2017~~2021 compared to ~~$3,910~~$10.9 million during the ~~third~~first quarter of ~~2016.~~2020. The ~~increase in wholesale~~ scrap jewelry revenue was primarily due to reduced scrapping activities in the Maxi Prenda stores during the third quarter of 2016 as those stores were being converted to the Company’s proprietary point of sale and loan management system. The scrap gross profit margin in Latin America was ~~a loss of 4% (1% profit~~13% (11% on a constant currency basis) during the first quarter of 2021 compared to the prior-year margin of ~~23%~~19%. ~~Scrap jewelry profits or losses accounted for less than 1% of Latin America net revenue (gross profit) for the third quarter of 2017 compared to 2% in the third quarter of 2016.~~

Segment Expenses and Segment Pre-Tax Operating Income

Store operating expenses ~~increased 22% (17%~~decreased 8% (6% on a constant currency basis) to ~~$34,411~~$42.1 million during the ~~third~~first quarter of ~~2017~~2021 compared to ~~$28,094~~$45.8 million during the ~~third~~first quarter of ~~2016 and same-store~~2020. Total store operating expenses ~~increased 14%~~decreased primarily due to cost saving initiatives in response to COVID-19, partially offset by the 3% increase in the Latin America weighted-average store count. Same-store operating expenses decreased 11% (9% on a constant currency basis).

Latin America store depreciation and amortization increased 5% (7% on a constant currency basis) to $4.3 million during the first quarter of 2021 compared to $4.1 million during the ~~prior-year period. The~~first quarter of 2020, primarily due to the increase in ~~both total and same-store operating expenses was due in large part to increased compensation expense related to incentive pay and entry level wage competition.~~the store count.

The segment pre-tax operating income for the ~~third~~first quarter of ~~2017~~2021 was ~~$32,292,~~$25.7 million, which generated a pre-tax segment operating margin of ~~25%~~19% compared to ~~$27,396~~$32.0 million and ~~27%~~21% in the prior year, respectively. The decline in the segment pre-tax operating income and margin was primarily due to declines in retail sales and pawn loan fees and a 2% unfavorable change in the average value of the Mexican peso, partially offset by an increase in retail sales margins and declines in store operating expenses.

Consolidated Results of Operations

The following table reconciles pre-tax operating income of the Company’s U.S. operations segment and Latin America operations segment discussed above to consolidated net income for the three months ended ~~September 30, 2017 as~~March 31, 2021 compared to the three months ended ~~September 30, 2016:~~March 31, 2020 (dollars in thousands):


	Three Months Ended
	March 31,				Increase /
	2021		2020		(Decrease)
Consolidated Results of Operations
Segment pre-tax operating income:
U.S. operations	$	60,885	$	64,395		(5)	%
Latin America operations	25,735		31,950			(19)	%
Consolidated segment pre-tax operating income	86,620		96,345			(10)	%

Corporate expenses and other income:
Administrative expenses	30,999		32,902			(6)	%
Depreciation and amortization	967		1,210			(20)	%
Interest expense	7,230		8,418			(14)	%
Interest income	(158)		(185)			(15)	%
Merger and acquisition expenses	166		68			144	%
Loss on foreign exchange	267		2,685			(90)	%

Write-off of certain Cash America merger related lease intangibles	878		3,630			(76)	%
Impairment of certain other assets	—		1,900			(100)	%
Total corporate expenses and other income	40,349		50,628			(20)	%

Income before income taxes	46,271		45,717			1	%

Provision for income taxes	12,556		12,799			(2)	%

Net income	$	33,715	$	32,918		2	%

Corporate Expenses and Taxes

Administrative expenses increased 22% to $29,999 during the third quarter of 2017 compared to $24,500 during the third quarter of 2016, primarily as a result of the Merger, a 37% increase in the weighted-average store count resulting in additional management and supervisory compensation and other support expenses required for such growth and by a 5% favorable change in the average value of the Mexican peso, which increased comparative administrative expenses in Mexico. As a percentage of revenue, administrative expenses decreased from 9% during the third quarter of 2016 to 7% during the third quarter of 2017, primarily due to synergies realized from the Merger and the Maxi Prenda acquisition.

~~Net Income, Adjusted Net Income, Net Income Per Share and Adjusted Net Income Per Share~~

Three Months Ended September 30,
2017 2016
As Reported Adjusted As Reported Adjusted
(GAAP) (Non-GAAP) (GAAP) (Non-GAAP)
Revenue $ 435,412
$ 435,412
$ 261,153
$ 261,153
Net revenue $ 231,046
$ 231,046
$ 147,364
$ 147,364
Net income (loss) $ 28,274
$ 28,861
$ (1,412 ) $ 20,126
Diluted earnings (loss) per share $ 0.59
$ 0.61
$ (0.04 ) $ 0.58
Weighted avg diluted shares 47,668
47,668
34,631
34,631

GAAP and adjusted earnings per share for the three months ended September 30, 2017 compared to the three months ended September 30, 2016 were positively impacted by $0.02 per share due to the year-over-year 5% favorable change in the average value of the Mexican peso. Adjusted net income removes certain items from GAAP net income that the Company does not consider to be representative of its actual operating performance, such as Merger and other acquisition expenses and loss on extinguishment of debt, but does not adjust for the effects of foreign currency rate fluctuations. See “—Non-GAAP Financial Information—Adjusted Net Income and Adjusted Net Income Per Share” below.

~~U.S. Operations Segment~~

~~Retail Merchandise Sales Operations~~

~~Pawn Lending Operations~~

~~Wholesale Scrap Jewelry Operations~~

~~Consumer Lending Operations~~

~~Segment Expenses and Segment Pre-Tax Operating Income~~

~~Latin America Operations Segment~~

~~Retail Merchandise Sales Operations~~

~~Pawn Lending Operations~~

~~Wholesale Scrap Jewelry Operations~~

~~Segment Expenses and Segment Pre-Tax Operating Income~~

~~Consolidated Results of Operations~~

~~Corporate Expenses and Taxes~~

Interest expense decreased 14% to $7.2 million during the first quarter of 2021 compared to $8.4 million in the first quarter of 2020, primarily due to ~~synergies realized from~~lower average balances outstanding on the ~~Merger~~Company’s unsecured credit facilities and ~~the Maxi Prenda acquisition.~~

Loss on foreign exchange decreased 90% to $0.3 million during the ~~nine months ended September 30, 2016 primarily due~~first quarter of 2021 compared to $2.7 million in the ~~assumption~~first quarter of ~~substantial corporate property and equipment from the Merger and $7,428 in amortization expense related to intangible assets acquired~~2020, as a result of ~~the Merger.~~fluctuations in foreign exchange rates.

During the ~~nine months ended September 30, 2017,~~first quarter of 2021, the Company ~~repurchased through~~recorded a ~~tender offer, or otherwise redeemed, its outstanding $200,000, 6.75% senior notes due 2021 incurring~~$0.9 million write-off of certain merger related lease intangibles compared to a ~~loss on extinguishment~~$3.6 million write-off of ~~debt~~certain merger related lease intangibles during the first quarter of ~~$14,114.~~2020. The Company also recorded a $1.9 million impairment related to a non-operating asset during the first quarter of 2020.

global intangible low-taxed income tax ~~purposes during~~(“GILTI”) provisions for foreign operations in the ~~nine months ended September 30, 2016,~~U.S. federal tax code, which essentially eliminated the ~~tax~~ impact of the ~~loss~~incremental GILTI tax on ~~extinguishment of debt and changes in certain tax estimates made during 2017 as a result of finalizing~~ the ~~2016 tax returns.~~Company.

~~Net Income, Adjusted Net Income, Net Income Per Share and Adjusted Net Income Per Share~~

Nine Months Ended September 30,
2017 2016
As Reported Adjusted As Reported Adjusted
(GAAP) (Non-GAAP) (GAAP) (Non-GAAP)
Revenue $ 1,299,617
$ 1,299,617
$ 626,335
$ 626,335
Net revenue $ 698,370
$ 698,370
$ 350,688
$ 350,688
Net income $ 76,158
$ 87,044
$ 23,435
$ 47,884
Diluted earnings per share $ 1.58
$ 1.81
$ 0.77
$ 1.58
Weighted avg diluted shares 48,117
48,117
30,372
30,372

GAAP and adjusted earnings per share for the nine months ended September 30, 2017 compared to the nine months ended September 30, 2016 were negatively impacted by $0.03 per share due to the year-over-year 3% unfavorable change in the average value of the Mexican peso. Adjusted net income removes certain items from GAAP net income that the Company does not consider to be representative of its actual operating performance, such as Merger and other acquisition expenses, but does not adjust for the effects of foreign currency rate fluctuations. See “—Non-GAAP Financial Information—Adjusted Net Income and Adjusted Net Income Per Share” below.

LIQUIDITY AND CAPITAL RESOURCES

As of ~~September 30, 2017,~~March 31, 2021, the Company’s primary sources of liquidity were ~~$93,411~~$54.6 million in cash and cash equivalents, ~~$265,544~~$481.8 million of available and unused funds under the Company’s ~~long-term lines of~~revolving unsecured credit ~~with its commercial lenders, $441,016~~facilities, subject to certain financial covenants, $300.8 million in customer loans and fees and service charges receivable and ~~$308,683~~$185.3 million in inventories. ~~As of September 30, 2017, the amount of cash associated with indefinitely reinvested foreign earnings was $42,329, which is primarily held in Mexican pesos.~~ The Company had working capital of ~~$758,637~~$345.6 million as of ~~September 30, 2017~~March 31, 2021.

As of March 31, 2021, the Company maintained an unsecured line of credit with a group of U.S. based commercial lenders (the “Credit Facility”) in the amount of $500.0 million. The Credit Facility matures on December 19, 2024. As of March 31, 2021, the Company had $44.0 million in outstanding borrowings and ~~total equity exceeded liabilities~~$3.4 million in outstanding letters of credit under the Credit Facility, leaving $452.6 million available for future borrowings, subject to certain financial covenants. The Credit Facility is unsecured and bears interest, at the Company’s option, of either (1) the prevailing London Interbank Offered Rate (“LIBOR”) (with interest periods of 1 week or 1, 2, 3 or 6 months at the Company’s option) plus a fixed spread of 2.5% or (2) the prevailing prime or base rate plus a fixed spread of 1.5%. The agreement has a LIBOR floor of 0%. Additionally, the Company is required to pay an annual commitment fee of 0.325% on the average daily unused portion of the Credit Facility commitment. The weighted-average interest rate on amounts outstanding under the Credit Facility at March 31, 2021 was 2.82% based on 1 week LIBOR. Under the terms of the Credit Facility, the Company is required to maintain certain financial ratios and comply with certain financial covenants. The Credit Facility also contains customary restrictions on the Company’s ability to incur additional debt, grant liens, make investments, consummate acquisitions and similar negative covenants with customary carve-outs and baskets. The Company was in compliance with the covenants of the Credit Facility as of March 31, 2021, and currently has the capacity to borrow a significant amount of the availability under the Credit Facility under the most restrictive covenant. During the three months ended March 31, 2021, the Company made net payments of $79.0 million pursuant to the Credit Facility.

As of March 31, 2021, the Company’s primary subsidiary in Mexico, First Cash S.A. de C.V., maintained an unsecured and uncommitted line of credit guaranteed by FirstCash, Inc. with a ~~ratio~~bank in Mexico (the “Mexico Credit Facility”) in the amount of ~~2.2~~$600.0 million Mexican pesos. The Mexico Credit Facility bears interest at the Mexican Central Bank’s interbank equilibrium rate plus a fixed spread of 2.5% and matures on March 9, 2023. Under the terms of the Mexico Credit Facility, the Company is required to 1.maintain certain financial ratios and comply with certain financial covenants. The Company was in compliance with the covenants of the Mexico Credit Facility as of March 31, 2021. At March 31, 2021, the Company had no amount outstanding under the Mexico Credit Facility and $600.0 million Mexican pesos available for borrowings.

On ~~May 30, 2017,~~August 26, 2020, the Company ~~completed an offering~~issued $500.0 million of ~~$300,000 of 5.375%~~4.625% senior unsecured notes due on ~~June~~September 1, ~~2024~~2028 (the “Notes”)., all of which are currently outstanding. Interest on the Notes ~~will be~~is payable semi-annually in arrears on ~~June~~March 1 and December 1, commencing on December 1, 2017. The Notes were sold to the placement agents as initial purchasers for resale only to qualified institutional buyers in accordance with Rule 144A under the Securities Act of 1933, as amended (the “Securities Act”), and outside the United States in accordance with Regulation S under the Securities Act. The Company used the proceeds from the offering to repurchase, or otherwise redeem, its outstanding $200,000, 6.75% senior notes due 2021 (the “2021 Notes”), to repay borrowings under the Company’s credit facility and to pay related fees and expenses associated with the Notes offering and the repurchase and redemption of the 2021 Notes. The Company capitalized approximately $5,200 in issuance costs, which consisted primarily of placement agent fees and legal and other professional expenses. The issuance costs are being amortized over the life of the Notes as a component of interest expense and are carried as a direct deduction from the carrying amount of the Notes in the accompanying condensed consolidated balance sheets.

The ~~weighted-average~~Company regularly evaluates opportunities to optimize its capital structure, including through consideration of the issuance of debt or equity, the refinancing, repayment or restructuring of existing debt and the entry into interest rate ~~on amounts outstanding under the 2016 Credit Facility at September 30, 2017 was 3.75% based on 1 week LIBOR. Under the terms~~hedge transactions, such as interest rate swap agreements, to fund ongoing cash needs, such as general corporate purposes, growth initiatives and its dividend and stock repurchase program.

The continued developments and fluidity of the ~~2016 Credit Facility,~~COVID-19 pandemic make it difficult to predict the ~~Company is required to maintain certain financial ratios and comply with certain financial covenants. The 2016 Credit Facility also contains customary restrictions~~impact of COVID-19 on the Company’s ~~ability to incur additional debt, grant liens, make investments, consummate acquisitions~~liquidity and similar negative covenants with customary carve-outs and baskets. The Company was in compliance with the requirements and covenants of the 2016 Credit Facility as of September 30, 2017, and believes it has the capacity to borrowpresents a substantial portion of the amount available under the 2016 Credit Facility under the most restrictive covenant. During the nine months ended September 30, 2017, the Company made net payments of $120,000 pursuant to the 2016 Credit Facility.

Other factors such as changes in general customer traffic and demand, loan balances, loan-to-value ratios, collection of pawn fees, merchandise sales, inventory levels, seasonality, operating expenses, administrative expenses, expenses related to ~~increase cash~~

The Company ~~regularly evaluates opportunities~~intends to ~~optimize its capital structure, including~~continue expansion through ~~consideration of the issuance of debt or equity, to refinance existing debt and to fund ongoing cash needs such as general corporate purposes, growth initiatives and its stock repurchase program.~~

A total of ~~the 2017 acquisitions was $1,154, net of cash acquired and certain post-closing adjustments. The purchases~~24 new stores were ~~composed of $1,124 in cash paid~~opened during the ~~nine~~three months ended ~~September 30, 2017 and $30~~March 31, 2021. The impacts of ~~deferred purchase price payable~~COVID-19 will likely limit the number of 2021 openings to ~~the sellers in 2017. During the nine months ended September 30, 2017, the Company also paid $17~~a total of deferred purchase price amounts payable related to prior-year acquisitions. The Company funded $26,595 in capital expenditures during the nine months ended September 30, 2017, related primarily to maintenance capital expenditures and new store additions.

The Company continually looks for, and is presented with, potential acquisition ~~opportunities. The Company currently has no other contractual commitments for materially significant future acquisitions, business combinations or capital commitments. The Company~~opportunities and will evaluate potential acquisitions based upon growth potential, purchase price, available liquidity, debt covenant restrictions, strategic fit and quality of management personnel, among other factors. ~~If the~~The Company ~~encounters an attractive opportunity to acquire new~~acquired two pawn stores in the ~~near~~U.S. during the three months ended March 31, 2021 for a purchase price of $1.3 million, net of cash acquired and subject to future post-closing adjustments. In addition, the Company ~~may seek additional~~purchased the real estate at 12 store locations, primarily from landlords at existing stores, for a cumulative purchase price of $14.4 million during the three months ended March 31, 2021.

The following tables set forth certain historical information with respect to the Company’s sources and uses of cash and other key indicators of liquidity (dollars in thousands):


	Three Months Ended
	March 31,
	2021		2020
Cash flow provided by operating activities	$	69,174	$	77,385
Cash flow provided by investing activities	$	17,258	$	26,604
Cash flow used in financing activities	$	(96,727)	$	(72,804)

As of March 31,

2021

2020

Working capital

345,644

466,052

Current ratio

2.6:1

3.3:1

Liabilities to equity ratio

0.8:1

0.9:1

Net Debt Ratio (1)

2.1:1

1.9:1

(1)Adjusted EBITDA, a component of the Net Debt Ratio, is a non-GAAP financial measure. See “Non-GAAP Financial Information” for a calculation of the Net Debt Ratio.

Net cash provided by operating activities decreased $8.2 million, or 11%, from $77.4 million for the three months ended March 31, 2020 to $69.2 million for the three months ended March 31, 2021 due to net changes in certain non-cash adjustments to reconcile net income to operating cash flow and net changes in other operating assets and liabilities (as detailed in the consolidated statements of cash flows), and an increase in net income of $0.8 million.

Net cash provided by investing activities decreased $9.3 million, or 35%, from $26.6 million for the three months ended March 31, 2020 to $17.3 million for the three months ended March 31, 2021. Cash flows from investing activities included funding of pawn store acquisitions, purchases of furniture, fixtures, equipment and improvements, which includes capital expenditures for improvements to existing stores and for new store openings and other corporate assets, and discretionary purchases of store real property. In addition, cash flows related to net fundings/repayments of pawn loans are included in investing activities. The Company paid $1.2 million in cash related to current and prior-year store acquisitions, $9.5 million for furniture, fixtures, equipment and improvements and $14.4 million for discretionary store real property purchases during the three months ended March 31, 2021 compared to $5.5 million, $10.6 million and $9.6 million in the prior-year period, respectively. The Company received funds from a net decrease in pawn loans of $42.4 million during the three months ended March 31, 2021 compared to a net decrease of $52.3 million during the three months ended March 31, 2020.

Net cash used in financing activities increased $23.9 million, or 33%, from $72.8 million for the ~~terms~~three months ended March 31, 2020 to $96.7 million for the three months ended March 31, 2021. Net payments on the credit facilities were $79.0 million during the three months ended March 31, 2021 compared to net borrowings of ~~which will be negotiated on a case-by-case basis.~~

In ~~January 2015,~~April 2021, the Company’s Board of Directors ~~authorized~~declared a common stock repurchase program for up to 2,000,000 shares of the Company’s outstanding common stock. During the first quarter of 2017, the Company repurchased 228,000 shares of its common stock at an aggregate cost of $10,005 and an average cost$0.30 per share of $43.94. In May 2017, the Company’s Board of Directors authorized a new common stock repurchase program for up to $100,000 of the Company’s outstanding common stock. The new share repurchase program replaced the Company’s prior share repurchase plan, which was terminated in May 2017. Under the May 2017 stock repurchase program, the Company has repurchased 954,000 shares of its common stock at an aggregate cost of $55,030 and an average cost per share of $57.65 and $44,970 remains available for repurchases as of September 30, 2017. The Company intends to continue repurchases under its repurchase program in 2017 through open market transactions under trading plans in accordance with Rule 10b5-1 and Rule 10b-18 under the Exchange Act of 1934, as amended, subject to a variety of factors, including, but not limited to, the level of cash balances, credit availability, debt covenant restrictions, general business conditions, regulatory requirements, the market price of the Company’s stock, dividend policy and the availability of alternative investment opportunities.

During the three months ended March 31, 2021, the Company repurchased a total of 84,000 shares of common stock at an aggregate cost of $5.0 million and an average cost per share of $59.06, and during three months ended March 31, 2020, repurchased 981,000 shares of common stock at an aggregate cost of $80.3 million and an average cost per share of $81.84. The Company has approximately $116.9 million of remaining availability under its currently authorized stock repurchase programs. While the Company intends to continue repurchases under its active share repurchase programs, future share repurchases are subject to a variety of factors, including, but not limited to, the level of cash balances, credit availability, debt covenant restrictions, general business conditions, regulatory requirements, the market price of the Company’s stock, dividend policy, the availability of alternative investment opportunities, including acquisitions, and the impact of COVID-19.

The following table provides purchases made by the Company of shares of its common stock under each share repurchase program in effect during the three months ended March 31, 2021 (dollars in thousands):


Plan Authorization Date	Plan Completion Date	Dollar Amount Authorized		Shares Purchased in 2021	Dollar Amount Purchased in 2021		Remaining Dollar Amount Authorized For Future Purchases
January 28, 2020	Currently active	$	100,000	84,000	$	4,967	$	16,860
January 27, 2021	Currently active	100,000		—	—		100,000
Total				84,000	$	4,967	$	116,860

As of March 31, 2021, the Company had contractual commitments to deliver a total of 12,000 gold ounces between the months of April 2021 and December 2021 at a weighted-average price of $1,855 per ounce. The ounces required to be delivered over this time period are within historical scrap gold volumes and the Company expects to have the required gold ounces to meet the commitments as they come due.

REGULATORY DEVELOPMENTS

The Company remains subject to significant regulation of its pawn and general business operations in all of the jurisdictions in which it operates. Existing regulations and regulatory developments are further and more completely described under “Governmental Regulation” in Part I, Item 1 of the Company’s 2020 Annual Report on Form 10-K filed with the Securities and Exchange Commission (“SEC”) on February 1, 2021. There have been no material changes in regulatory developments directly affecting the Company since December 31, 2020.

In January 2021, the Illinois General Assembly passed the Predatory Loan Prevention Act (“PDLA”) that caps annual effective interest rates at 36% on most consumer loans, including payday and car title loans. On March 23, 2021, the governor of Illinois signed the PDLA into law, making it effective immediately. The Company does not believe the PDLA applies to collateralized pawn loans, and to date no effort has been made by regulators to assert that it applies. However, there can be no assurance that the Illinois authorities or other interested stakeholders will in the future interpret the PDLA to include collateralized pawn loans. The Company had 25 pawn stores located in Illinois as of March 31, 2021.

NON-GAAP FINANCIAL INFORMATION

The Company uses certain financial calculations such as adjusted net income, adjusted ~~net income~~diluted earnings per share, EBITDA, adjusted EBITDA, free cash flow, adjusted free cash flow and constant currency results ~~(as defined or explained below)~~ as factors in the measurement and evaluation of the Company’s operating performance and period-over-period growth. The Company derives these financial calculations on the basis of methodologies other than ~~generally accepted accounting principles (“GAAP”),~~GAAP, primarily by excluding from a comparable GAAP measure certain items the Company does not consider to be representative of its actual operating performance. These financial calculations are “non-GAAP financial measures” as defined ~~in Securities and Exchange Commission (“SEC”)~~under the SEC rules. The Company uses these non-GAAP financial measures in operating its business because management believes they are less susceptible to variances in actual operating performance that can result from the excluded items, other infrequent charges and currency fluctuations. The Company presents these financial measures to investors because management believes they are useful to investors in evaluating the primary factors that drive the Company’s core operating performance and ~~because management believes they~~ provide greater transparency into the Company’s results of operations. However, items that are excluded and other adjustments and assumptions that are made in calculating ~~adjusted net income, adjusted net income per share, EBITDA, adjusted EBITDA, free cash flow, adjusted free cash flow and constant currency results~~these non-GAAP financial measures are significant components in understanding and assessing the Company’s financial performance. These non-GAAP financial measures should be evaluated in conjunction with, and are not a substitute for, the Company’s GAAP financial measures. Further, because these non-GAAP financial measures are not determined in accordance with GAAP and are thus susceptible to varying calculations, ~~adjusted net income, adjusted net income per share, EBITDA, adjusted EBITDA, free cash flow, adjusted free cash flow and constant currency results,~~the non-GAAP financial measures, as presented, may not be comparable to other similarly titled measures of other companies.

While acquisitions are an important part of the Company’s overall strategy, the Company has adjusted the applicable financial calculations to exclude merger and acquisition expenses to allow more accurate comparisons of the financial results to prior periods. In addition, the Company does not consider these merger and acquisition expenses to be related to the organic operations of the acquired businesses or its continuing operations and such expenses are generally not relevant to assessing or estimating the long-term performance of the acquired businesses. Merger and acquisition expenses include incremental costs directly associated with merger and acquisition activities, including professional fees, legal expenses, severance, retention and other employee-related costs, contract breakage costs and costs related to the consolidation of technology systems and corporate facilities, among others.

The Company ~~expects to incur additional expenses~~has certain leases in ~~2017 and 2018~~Mexico which are denominated in ~~connection with its Merger and integration~~U.S. dollars. The lease liability of ~~Cash America.~~these U.S. dollar denominated leases, which is considered a monetary liability, is remeasured into Mexican pesos using current period exchange rates resulting in the recognition of foreign currency exchange gains or losses. The Company has adjusted the applicable financial measures to exclude these remeasurement gains or losses because they are non-cash, non-operating items ~~because it generally would not incur such costs~~that could create volatility in the Company’s consolidated results of operations due to the magnitude of the end of period lease liability being remeasured and ~~expenses as part~~to improve comparability of ~~its continuing operations. The Merger related expenses are predominantly incremental costs directly associated~~current periods presented with prior periods.

In conjunction with the ~~Merger and integration~~Cash America merger in 2016, the Company recorded certain lease intangibles related to above or below market lease liabilities of Cash America ~~including professional fees, legal expenses, severance~~which are included in the operating lease right of use asset on the consolidated balance sheets. As the Company continues to opportunistically purchase real estate from landlords at certain Cash America stores, the associated lease intangible, if any, is written-off and ~~retention payments, accelerated vesting~~gain or loss is recognized. The Company has adjusted the applicable financial measures to exclude these gains or losses given the variability in size and timing of ~~certain equity compensation awards, contract breakage costs~~these transactions and ~~costs related to consolidation~~because they are non-cash, non-operating gains or losses. The Company believes this improves comparability of ~~technology systems and corporate facilities.~~

Adjusted Net Income and Adjusted ~~Net Income~~Diluted Earnings Per Share

Management believes the presentation of adjusted net income and adjusted ~~net income~~diluted earnings per share ~~(“Adjusted Income Measures”)~~ provides investors with greater transparency and provides a more complete understanding of the Company’s financial performance and prospects for the future by excluding items that management believes are non-operating in nature and not representative of the Company’s core operating ~~performance.~~performance of its continuing operations. In addition, management believes the adjustments shown below are useful to investors in order to allow them to compare the Company’s financial results for the current periods presented with the prior periods presented.

The following table provides a reconciliation between ~~the~~ net income and diluted earnings per share calculated in accordance with GAAP to ~~the Adjusted Income Measures,~~adjusted net income and adjusted diluted earnings per share, which are shown net of ~~tax:~~tax (in thousands, except per share amounts):


	Three Months Ended March 31,
	2021				2020
	In Thousands		Per Share		In Thousands		Per Share
Net income and diluted earnings per share, as reported	$	33,715	$	0.82	$	32,918	$	0.78
Adjustments, net of tax:




Merger and acquisition expenses	116		—		50		—
Non-cash foreign currency loss related to lease liability	421		0.01		3,069		0.07

Non-cash write-off of certain Cash America merger related lease intangibles	676		0.02		2,795		0.07
Non-cash impairment of certain other assets (1)	—		—		1,463		0.04



Adjusted net income and diluted earnings per share	$	34,928	$	0.85	$	40,295	$	0.96

Three Months Ended September 30, Nine Months Ended September 30,
2017 2016 2017 2016
In Thousands Per Share In Thousands Per Share In Thousands Per Share In Thousands Per Share
Net income (loss), as reported $ 28,274
$ 0.59
$ (1,412 ) $ (0.04 ) $ 76,158
$ 1.58
$ 23,435
$ 0.77
Adjustments, net of tax:
Merger related expenses:
Transaction —
—
10,915
0.32
—
—
13,732
0.45
Severance and retention 56
—
8,737
0.25
857
0.02
8,737
0.29
Other 518
0.02
1,726
0.05
1,137
0.02
1,726
0.06
Total Merger related expenses 574
0.02
21,378
0.62
1,994
0.04
24,195
0.80
Other acquisition expenses —
—
—
—
—
—
94
—
Loss on extinguishment of debt 13
—
—
—
8,892
0.19
—
—
Net loss on sale of common stock of Enova —
—
160
—
—
—
160
0.01
Adjusted net income $ 28,861
$ 0.61
$ 20,126
$ 0.58
$ 87,044
$ 1.81
$ 47,884
$ 1.58

(1)Impairment related to a non-operating asset in which the Company determined that an other than temporary impairment existed as of March 31, 2020.

The following ~~tables provide~~table provides a reconciliation of the gross amounts, the impact of income taxes and the net amounts for ~~each of~~ the adjustments included in the table ~~above:~~above (in thousands):


	Three Months Ended March 31,
	2021						2020
	Pre-tax		Tax		After-tax		Pre-tax		Tax		After-tax
Merger and acquisition expenses	$	166	$	50	$	116	$	68	$	18	$	50
Non-cash foreign currency loss related to lease liability	602		181		421		4,384		1,315		3,069

Non-cash write-off of certain Cash America merger related lease intangibles	878		202		676		3,630		835		2,795
Non-cash impairment of certain other assets	—		—		—		1,900		437		1,463



Total adjustments	$	1,646	$	433	$	1,213	$	9,982	$	2,605	$	7,377

Merger related expenses ⁽¹⁾

Nine Months Ended September 30,
2017 2016
Pre-tax Tax After-tax Pre-tax Tax After-tax
Merger related expenses ⁽¹⁾
$ 3,164
$ 1,170
$ 1,994
$ 33,727
$ 9,532
$ 24,195
Other acquisition expenses —
—
—
150
56
94
Loss on extinguishment of debt 14,114
5,222
8,892
—
—
—
Net loss on sale of common stock of Enova —
—
—
253
93
160
Total adjustments $ 17,278
$ 6,392
$ 10,886
$ 34,130
$ 9,681
$ 24,449

Earnings Before Interest, Taxes, Depreciation and Amortization (EBITDA) and Adjusted EBITDA

The Company defines EBITDA as net income before income taxes, depreciation and amortization, interest expense and interest income and adjusted EBITDA as EBITDA adjusted for certain items as listed below that management considers to be non-operating in nature and not representative of its actual operating performance. The Company believes EBITDA and adjusted EBITDA are commonly used by investors to assess a company’s financial performance, and adjusted EBITDA is used in the calculation of the Net Debt Ratio as defined in the Company’s senior unsecured notes covenants. The following table provides a reconciliation of net income to EBITDA and adjusted ~~EBITDA:~~EBITDA (dollars in thousands):


							Trailing Twelve
	Three Months Ended				Months Ended
	March 31,				March 31,
	2021		2020			2021		2020
Net income	$	33,715	$	32,918			$	107,376		$	154,881
Income taxes		12,556		12,799				36,877			56,604
Depreciation and amortization		10,612		10,674				42,043			42,704
Interest expense		7,230		8,418				28,156			34,083
Interest income		(158)		(185)				(1,513)			(1,036)
EBITDA		63,955		64,624				212,939			287,236
Adjustments:
Merger and acquisition expenses		166		68				1,414			1,685
Non-cash foreign currency loss (gain) related to lease liability		602		4,384				(2,533)			3,791
Loss on extinguishment of debt		—		—				11,737			—
Non-cash write-off of certain Cash America merger related lease intangibles		878		3,630				4,303			3,630
Non-cash impairment of certain other assets		—		1,900				—			1,900

Consumer lending wind-down costs and asset impairments		—		—				109			3,454

Adjusted EBITDA	$	65,601	$	74,606			$	227,969		$	301,696

Net Debt Ratio calculation:
Total debt (outstanding principal)							$	544,000		$	655,519
Less: cash and cash equivalents								(54,641)			(75,464)
Net debt							$	489,359		$	580,055
Adjusted EBITDA							$	227,969		$	301,696
Net Debt Ratio (Net Debt divided by Adjusted EBITDA)							2.1		:1	1.9		:1


Title of each class	Trading Symbol(s)	Name of each exchange on which registered
Common Stock, par value $.01 per share	FCFS	The Nasdaq Stock Market



~~PART I.~~	~~FINANCIAL INFORMATION~~

Item 1.	Financial Statements (Unaudited)			1
			~~Condensed~~ Consolidated Balance Sheets		1
			~~Condensed~~ Consolidated Statements of Income ~~(Loss)~~		2
			~~Condensed~~ Consolidated Statements of Comprehensive Income (Loss)		3
			~~Condensed~~ Consolidated Statements of Changes in ~~Stockholders'~~Stockholders’ Equity		34
			~~Condensed~~ Consolidated Statements of Cash Flows		56
			Notes to ~~Condensed~~ Consolidated Financial Statements		67
Item 2.			Management's Discussion and Analysis of Financial Condition and Results of Operations		1715
Item 3.			Quantitative and Qualitative Disclosures About Market Risk		4432
Item 4.			Controls and Procedures		4532

PART II.			OTHER INFORMATION

Item 1.			Legal Proceedings		4532
Item 1A.			Risk Factors		4532
Item 2.			Unregistered Sales of Equity Securities and Use of Proceeds		4533
Item 3.			Defaults Upon Senior Securities		4633
Item 4.			Mine Safety Disclosures		4633
Item 5.			Other Information		4633
Item 6.			Exhibits		4734

~~SIGNATURES~~		48



~~[ X ]~~☒			QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934



~~[ ]~~☐			TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934



FIRSTCASH, INC.
CONDENSED CONSOLIDATED BALANCE SHEETS
(unaudited, in thousands)

	September 30,						December 31,
	2017			2016			2016
ASSETS
Cash and cash equivalents	$	93,411		$	83,356		$	89,955
Fees and service charges receivable	45,134			45,708			41,013
Pawn loans	371,367			373,169			350,506
Consumer loans, net	24,515			27,792			29,204
Inventories	308,683			332,862			330,683
Income taxes receivable	27,867			36,449			25,510
Prepaid expenses and other current assets	23,818			31,935			25,264
Investment in common stock of Enova	—			54,786			—
Total current assets	894,795			986,057			892,135

Property and equipment, net	234,309			240,749			236,057
Goodwill	834,883			865,350			831,151
Intangible assets, net	95,991			106,502			104,474
Other assets	59,054			69,125			71,679
Deferred tax assets	12,694			9,912			9,707
Total assets	$	2,131,726		$	2,277,695		$	2,145,203

LIABILITIES AND STOCKHOLDERS’ EQUITY
Accounts payable and accrued liabilities	$	94,769		$	129,997		$	109,354
Customer deposits	37,626			37,591			33,536
Income taxes payable	3,763			910			738
Total current liabilities	136,158			168,498			143,628

Revolving unsecured credit facilities	140,000			360,000			260,000
Senior unsecured notes	294,961			196,373			196,545
Deferred tax liabilities	73,203			42,125			61,275
Other liabilities	19,725			77,645			33,769
Total liabilities	664,047			844,641			695,217

Stockholders’ equity:
Preferred stock	—			—			—
Common stock	493			493			493
Additional paid-in capital	1,219,589			1,217,820			1,217,969
Retained earnings	436,159			359,926			387,401
Accumulated other comprehensive loss	(88,445		)	(109,114		)	(119,806		)
Common stock held in treasury, at cost	(100,117		)	(36,071		)	(36,071		)
Total stockholders’ equity	1,467,679			1,433,054			1,449,986
Total liabilities and stockholders’ equity	$	2,131,726		$	2,277,695		$	2,145,203

The accompanying notes are an integral part of these condensed consolidated financial statements.



FIRSTCASH, INC.
CONDENSED CONSOLIDATED STATEMENTS OF INCOME (LOSS)
(unaudited, in thousands, except per share amounts)

	Three Months Ended						Nine Months Ended
	September 30,						September 30,
	2017			2016			2017			2016
Revenue:
Retail merchandise sales	$	246,334		$	152,215		$	750,150		$	386,534
Pawn loan fees	132,545			79,505			383,428			182,816
Wholesale scrap jewelry sales	37,528			18,956			107,285			35,906
Consumer loan and credit services fees	19,005			10,477			58,754			21,079
Total revenue	435,412			261,153			1,299,617			626,335

Cost of revenue:
Cost of retail merchandise sold	161,350			93,399			483,458			239,166
Cost of wholesale scrap jewelry sold	36,831			16,977			102,370			30,701
Consumer loan and credit services loss provision	6,185			3,413			15,419			5,780
Total cost of revenue	204,366			113,789			601,247			275,647

Net revenue	231,046			147,364			698,370			350,688

Expenses and other income:
Store operating expenses	138,966			80,574			412,780			190,563
Administrative expenses	29,999			24,500			93,542			58,277
Depreciation and amortization	13,872			7,281			42,804			17,165
Interest expense	6,129			5,073			17,827			13,859
Interest income	(418		)	(138		)	(1,138		)	(636		)
Merger and other acquisition expenses	911			29,398			3,164			33,877
Loss on extinguishment of debt	20			—			14,114			—
Net loss on sale of common stock of Enova	—			253			—			253
Total expenses and other income	189,479			146,941			583,093			313,358

Income before income taxes	41,567			423			115,277			37,330

Provision for income taxes	13,293			1,835			39,119			13,895

Net income (loss)	$	28,274		$	(1,412	)	$	76,158		$	23,435

Net income (loss) per share:
Basic	$	0.59		$	(0.04	)	$	1.58		$	0.77
Diluted	$	0.59		$	(0.04	)	$	1.58		$	0.77

Dividends declared per common share	$	0.190		$	0.125		$	0.570		$	0.375

The accompanying notes are an integral part of these condensed consolidated financial statements.



FIRSTCASH, INC.
CONDENSED CONSOLIDATED STATEMENTS OF COMPREHENSIVE INCOME (LOSS)
(unaudited, in thousands)

	Three Months Ended						Nine Months Ended
	September 30,						September 30,
	2017			2016			2017		2016
Net income (loss)	$	28,274		$	(1,412	)	$	76,158	$	23,435
Other comprehensive income (loss):
Currency translation adjustment	(4,981		)	(12,248		)	31,361		(28,951		)
Change in fair value of investment in common stock of Enova ⁽¹⁾	—			(1,753		)	—		(1,753		)
Comprehensive income (loss)	$	23,293		$	(15,413	)	$	107,519	$	(7,269	)

(1) Net of tax benefit of $1,031 for the three and nine months ended September 30, 2016.

The accompanying notes are an integral part of these condensed consolidated financial statements.



FIRSTCASH, INC.
CONDENSED CONSOLIDATED STATEMENTS OF CHANGES IN STOCKHOLDERS’ EQUITY
(unaudited, in thousands)

	Preferred Stock			Common Stock			Additional Paid-In Capital			Retained Earnings			Accum- ulated Other Compre- hensive Loss			Common Stock Held in Treasury					Total Stock- holders’ Equity
	Shares	Amount		Shares	Amount											Shares		Amount
Balance at 12/31/2016	—	$	—	49,276	$	493	$	1,217,969		$	387,401		$	(119,806	)	769		$	(36,071	)	$	1,449,986
Shares issued under share-based com-pensation plan	—	—		—	—		(440		)	—			—			(10	)	440			—
Exercise of stock options	—	—		—	—		(242		)	—			—			(13	)	549			307
Share-based compensa-tion expense	—	—		—	—		2,302			—			—			—		—			2,302
Net income	—	—		—	—		—			76,158			—			—		—			76,158
Dividends paid	—	—		—	—		—			(27,400		)	—			—		—			(27,400		)
Currency translation adjustment	—	—		—	—		—			—			31,361			—		—			31,361
Repurchases of treasury stock	—	—		—	—		—			—			—			1,182		(65,035		)	(65,035		)
Balance at 9/30/2017	—	$	—	49,276	$	493	$	1,219,589		$	436,159		$	(88,445	)	1,928		$	(100,117	)	$	1,467,679

The accompanying notes are an integral part of these condensed consolidated financial statements.



FIRSTCASH, INC.
CONDENSED CONSOLIDATED STATEMENTS OF CASH FLOWS
(unaudited, in thousands)
	Nine Months Ended
	September 30,
	2017			2016
Cash flow from operating activities:
Net income	$	76,158		$	23,435
Adjustments to reconcile net income to net cash flow provided by operating activities:
Non-cash portion of credit loss provision	10,012			2,368
Share-based compensation expense	2,302			4,025
Net loss on sale of common stock of Enova	—			253
Depreciation and amortization expense	42,804			17,165
Amortization of debt issuance costs	1,322			1,083
Amortization of favorable/(unfavorable) lease intangibles, net	(744		)	(58		)
Loss on extinguishment of debt	14,114			—
Deferred income taxes, net	11,137			8,665
Changes in operating assets and liabilities, net of business combinations:
Fees and service charges receivable	(3,017		)	(2,630		)
Inventories	5,206			(4,924		)
Prepaid expenses and other assets	7,819			1,774
Accounts payable, accrued liabilities and other liabilities	(21,036		)	2,990
Income taxes	2,769			(13,672		)
Net cash flow provided by operating activities	148,846			40,474
Cash flow from investing activities:
Loan receivables, net of cash repayments	5,261			(31,486		)
Purchases of property and equipment	(26,595		)	(23,426		)
Portion of aggregate merger consideration paid in cash, net of cash acquired	—			(8,251		)
Acquisitions of pawn stores, net of cash acquired	(1,141		)	(28,756		)
Proceeds from sale of common stock of Enova	—			2,962
Net cash flow used in investing activities	(22,475		)	(88,957		)
Cash flow from financing activities:
Borrowings from revolving credit facilities	181,000			396,000
Repayments of revolving credit facilities	(301,000		)	(94,000		)
Repayments of debt assumed from acquisitions	—			(238,532		)
Issuance of senior unsecured notes	300,000			—
Repurchase/redemption of senior unsecured notes	(200,000		)	—
Repurchase/redemption premiums paid on senior unsecured notes	(10,895		)	—
Debt issuance costs paid	(5,342		)	(2,340		)
Purchases of treasury stock	(65,035		)	—
Proceeds from exercise of share-based compensation awards	307			—
Dividends paid	(27,400		)	(10,591		)
Net cash flow provided by (used in) financing activities	(128,365		)	50,537
Effect of exchange rates on cash	5,450			(5,652		)
Change in cash and cash equivalents	3,456			(3,598		)
Cash and cash equivalents at beginning of the period	89,955			86,954
Cash and cash equivalents at end of the period	$	93,411		$	83,356

The accompanying notes are an integral part of these condensed consolidated financial statements.


	Three Months Ended September 30, 2017											Three Months Ended March 31, 2021
	U.S. Operations		Latin America Operations		Corporate			Consolidated				U.S. Operations		Latin America Operations		Corporate		Consolidated
Revenue:											Revenue:
Retail merchandise sales	$	160,598	$	85,736	$	—		$	246,334		Retail merchandise sales	$	189,957	$	82,085	$	0	$	272,042
Pawn loan fees	95,266		37,279		—			132,545			Pawn loan fees	76,397		39,125		0		115,522
Wholesale scrap jewelry sales	32,397		5,131		—			37,528			Wholesale scrap jewelry sales	9,203		11,172		0		20,375
Consumer loan and credit services fees	18,525		480		—			19,005

Total revenue	306,786		128,626		—			435,412			Total revenue	275,557		132,382		0		407,939

Cost of revenue:											Cost of revenue:
Cost of retail merchandise sold	107,561		53,789		—			161,350			Cost of retail merchandise sold	106,530		50,623		0		157,153
Cost of wholesale scrap jewelry sold	31,518		5,313		—			36,831			Cost of wholesale scrap jewelry sold	7,513		9,684		0		17,197
Consumer loan and credit services loss provision	6,068		117		—			6,185

Total cost of revenue	145,147		59,219		—			204,366			Total cost of revenue	114,043		60,307		0		174,350

Net revenue	161,639		69,407		—			231,046			Net revenue	161,514		72,075		0		233,589

Expenses and other income:											Expenses and other income:
Store operating expenses	104,555		34,411		—			138,966			Store operating expenses	95,247		42,077		0		137,324
Administrative expenses	—		—		29,999			29,999			Administrative expenses	0		0		30,999		30,999
Depreciation and amortization	5,919		2,704		5,249			13,872			Depreciation and amortization	5,382		4,263		967		10,612
Interest expense	—		—		6,129			6,129			Interest expense	0		0		7,230		7,230
Interest income	—		—		(418		)	(418		)	Interest income	0		0		(158)		(158)
Merger and other acquisition expenses	—		—		911			911
Loss on extinguishment of debt	—		—		20			20
Merger and acquisition expenses											Merger and acquisition expenses	0		0		166		166
Loss on foreign exchange											Loss on foreign exchange	0		0		267		267

Write-off of certain Cash America merger related lease intangibles											Write-off of certain Cash America merger related lease intangibles	0		0		878		878

Total expenses and other income	110,474		37,115		41,890			189,479			Total expenses and other income	100,629		46,340		40,349		187,318

Income (loss) before income taxes	$	51,165	$	32,292	$	(41,890	)	$	41,567		Income (loss) before income taxes	$	60,885	$	25,735	$	(40,349)	$	46,271



	Three Months Ended September 30, 2016
	U.S. Operations		Latin America Operations		Corporate			Consolidated
Revenue:
Retail merchandise sales	$	84,547	$	67,668	$	—		$	152,215
Pawn loan fees	48,840		30,665		—			79,505
Wholesale scrap jewelry sales	15,046		3,910		—			18,956
Consumer loan and credit services fees	9,991		486		—			10,477
Total revenue	158,424		102,729		—			261,153

Cost of revenue:
Cost of retail merchandise sold	51,922		41,477		—			93,399
Cost of wholesale scrap jewelry sold	13,955		3,022		—			16,977
Consumer loan and credit services loss provision	3,275		138		—			3,413
Total cost of revenue	69,152		44,637		—			113,789

Net revenue	89,272		58,092		—			147,364

Expenses and other income:
Store operating expenses	52,480		28,094		—			80,574
Administrative expenses	—		—		24,500			24,500
Depreciation and amortization	2,906		2,602		1,773			7,281
Interest expense	—		—		5,073			5,073
Interest income	—		—		(138		)	(138		)
Merger and other acquisition expenses	—		—		29,398			29,398
Net loss on sale of common stock of Enova	—		—		253			253
Total expenses and other income	55,386		30,696		60,859			146,941

Income (loss) before income taxes	$	33,886	$	27,396	$	(60,859	)	$	423



	Nine Months Ended September 30, 2017
	U.S. Operations		Latin America Operations		Corporate			Consolidated
Revenue:
Retail merchandise sales	$	519,116	$	231,034	$	—		$	750,150
Pawn loan fees	287,338		96,090		—			383,428
Wholesale scrap jewelry sales	91,430		15,855		—			107,285
Consumer loan and credit services fees	57,425		1,329		—			58,754
Total revenue	955,309		344,308		—			1,299,617

Cost of revenue:
Cost of retail merchandise sold	337,789		145,669		—			483,458
Cost of wholesale scrap jewelry sold	87,600		14,770		—			102,370
Consumer loan and credit services loss provision	15,115		304		—			15,419
Total cost of revenue	440,504		160,743		—			601,247

Net revenue	514,805		183,565		—			698,370

Expenses and other income:
Store operating expenses	318,044		94,736		—			412,780
Administrative expenses	—		—		93,542			93,542
Depreciation and amortization	18,759		7,723		16,322			42,804
Interest expense	—		—		17,827			17,827
Interest income	—		—		(1,138		)	(1,138		)
Merger and other acquisition expenses	—		—		3,164			3,164
Loss on extinguishment of debt	—		—		14,114			14,114
Total expenses and other income	336,803		102,459		143,831			583,093

Income (loss) before income taxes	$	178,002	$	81,106	$	(143,831	)	$	115,277



	Nine Months Ended September 30, 2016
	U.S. Operations		Latin America Operations		Corporate			Consolidated
Revenue:
Retail merchandise sales	$	186,673	$	199,861	$	—		$	386,534
Pawn loan fees	94,929		87,887		—			182,816
Wholesale scrap jewelry sales	25,910		9,996		—			35,906
Consumer loan and credit services fees	19,619		1,460		—			21,079
Total revenue	327,131		299,204		—			626,335

Cost of revenue:
Cost of retail merchandise sold	114,632		124,534		—			239,166
Cost of wholesale scrap jewelry sold	22,914		7,787		—			30,701
Consumer loan and credit services loss provision	5,380		400		—			5,780
Total cost of revenue	142,926		132,721		—			275,647

Net revenue	184,205		166,483		—			350,688

Expenses and other income:
Store operating expenses	107,196		83,367		—			190,563
Administrative expenses	—		—		58,277			58,277
Depreciation and amortization	5,827		7,919		3,419			17,165
Interest expense	—		—		13,859			13,859
Interest income	—		—		(636		)	(636		)
Merger and other acquisition expenses	—		—		33,877			33,877
Net loss on sale of common stock of Enova	—		—		253			253
Total expenses and other income	113,023		91,286		109,049			313,358

Income (loss) before income taxes	$	71,182	$	75,197	$	(109,049	)	$	37,330



			Consumer
	Pawn		Loan	Total
	Locations ⁽¹⁾		Locations ⁽²⁾	Locations
U.S.:
Total locations, beginning of period	1,073		44	1,117
New locations opened	1		—	1
Locations closed or consolidated	(1	)	—	(1	)
Total locations, end of period	1,073		44	1,117

Latin America:
Total locations, beginning of period	952		28	980
New locations opened	9		—	9
Total locations, end of period	961		28	989

Total:
Total locations, beginning of period	2,025		72	2,097
New locations opened	10		—	10
Locations closed or consolidated	(1	)	—	(1	)
Total locations, end of period	2,034		72	2,106


⁽²⁾	The Company’s U.S. free-standing consumer loan locations offer consumer loans and/or a credit services product and are located in Ohio, Texas, California and limited markets in Mexico. The table does not include 63 check cashing locations operated by independent franchisees under franchising agreements with the Company.


⁽¹⁾	At September 30, 2017, 317 of the U.S. pawn stores, which are primarily located in Texas and Ohio, also offered consumer loans or credit services products, while 49 Mexico pawn stores offer consumer loan products.



	Balance at September 30,						Increase /
	2017			2016			(Decrease)
U.S. Operations Segment
Earning assets:
Pawn loans	$	281,217		$	300,646			(6	)%
Consumer loans, net ⁽¹⁾		24,108			27,381			(12	)%
Inventories		240,384			280,429			(14	)%
	$	545,709		$	608,456			(10	)%

Average outstanding pawn loan amount (in ones)	$	152		$	145			5	%

Composition of pawn collateral:
General merchandise	36		%	39		%
Jewelry	64		%	61		%
	100		%	100		%

Composition of inventories:
General merchandise	43		%	48		%
Jewelry	57		%	52		%
	100		%	100		%

Percentage of inventory aged greater than one year	9		%	6		%


⁽¹⁾	Does not include the off-balance sheet principal portion of active CSO extensions of credit made by independent third-party lenders. These amounts, net of the Company’s estimated fair value of its liability for guaranteeing the extensions of credit, totaled $9,251 and $11,641 as of September 30, 2017 and 2016, respectively.



										Constant Currency Basis
										Balance at
										September 30,		Increase /
	Balance at September 30,						Increase /			2017		(Decrease)
	2017			2016			(Decrease)			(Non-GAAP)		(Non-GAAP)
Latin America Operations Segment
Earning assets:
Pawn loans	$	90,150		$	72,523			24	%	$	84,378		16	%
Consumer loans, net		407			411			(1	)%	380			(8	)%
Inventories		68,299			52,433			30	%	63,855			22	%
	$	158,856		$	125,367			27	%	$	148,613		19	%

Average outstanding pawn loan amount (in ones)	$	67		$	59			14	%	$	63		7	%

Composition of pawn collateral:
General merchandise	82		%	82		%
Jewelry	18		%	18		%
	100		%	100		%

Composition of inventories:
General merchandise	75		%	80		%
Jewelry	25		%	20		%
	100		%	100		%

Percentage of inventory aged greater than one year	1		%	1		%



	Three Months Ended September 30,
	2017				2016
	As Reported		Adjusted		As Reported			Adjusted
	(GAAP)		(Non-GAAP)		(GAAP)			(Non-GAAP)
Revenue	$	435,412	$	435,412	$	261,153		$	261,153
Net revenue	$	231,046	$	231,046	$	147,364		$	147,364
Net income (loss)	$	28,274	$	28,861	$	(1,412	)	$	20,126
Diluted earnings (loss) per share	$	0.59	$	0.61	$	(0.04	)	$	0.58
Weighted avg diluted shares	47,668		47,668		34,631			34,631



								Constant Currency Basis
								Nine Months
								Ended
	Nine Months Ended							September 30,		Increase /
	September 30,				Increase /			2017		(Decrease)
	2017		2016		(Decrease)			(Non-GAAP)		(Non-GAAP)
Latin America Operations Segment
Revenue:
Retail merchandise sales	$	231,034	$	199,861		16	%	$	238,833		19	%
Pawn loan fees	96,090		87,887			9	%	99,272			13	%
Wholesale scrap jewelry sales	15,855		9,996			59	%	15,855			59	%
Consumer loan and credit services fees	1,329		1,460			(9	)%	1,377			(6	)%
Total revenue	344,308		299,204			15	%	355,337			19	%

Cost of revenue:
Cost of retail merchandise sold	145,669		124,534			17	%	150,536			21	%
Cost of wholesale scrap jewelry sold	14,770		7,787			90	%	15,238			96	%
Consumer loan and credit services loss provision	304		400			(24	)%	315			(21	)%
Total cost of revenue	160,743		132,721			21	%	166,089			25	%

Net revenue	183,565		166,483			10	%	189,248			14	%

Segment expenses:
Store operating expenses	94,736		83,367			14	%	97,565			17	%
Depreciation and amortization	7,723		7,919			(2	)%	7,956			—	%
Total segment expenses	102,459		91,286			12	%	105,521			16	%

Segment pre-tax operating income	$	81,106	$	75,197		8	%	$	83,727		11	%



	Nine Months Ended September 30,
	2017				2016
	As Reported		Adjusted		As Reported		Adjusted
	(GAAP)		(Non-GAAP)		(GAAP)		(Non-GAAP)
Revenue	$	1,299,617	$	1,299,617	$	626,335	$	626,335
Net revenue	$	698,370	$	698,370	$	350,688	$	350,688
Net income	$	76,158	$	87,044	$	23,435	$	47,884
Diluted earnings per share	$	1.58	$	1.81	$	0.77	$	1.58
Weighted avg diluted shares	48,117		48,117		30,372		30,372


⁽¹⁾	~~Resulting tax benefit for the three and nine months ended September 30, 2016 is less than the statutory rate as a portion of the transaction costs were not deductible for tax purposes.~~


	Total Number Of Shares Purchased	Average Price Paid Per Share		Total Number Of Shares Purchased As Part Of Publicly Announced Plans	Approximate Dollar Value Of Shares That May Yet Be Purchased Under The Plans
January 1 through January 31, 2021	—	$	—	—	$	121,827
February 1 through February 28, 2021	84,000	59.06		84,000	116,860
March 1 through March 31, 2021	—	—		—	116,860
Total	84,000	59.06		84,000


⁽¹⁾	~~The 2,000,000 share repurchase program was terminated in May 2017.~~


⁽²⁾	~~The $100,000 repurchase program was initiated in May 2017.~~



Dated: April 26, 2021		FIRSTCASH, INC.
~~Dated: November 1, 2017~~		~~FIRSTCASH, INC.~~(Registrant)
		~~(Registrant)~~

	/s/ RICK L. WESSEL
		Rick L. Wessel
		Chief Executive Officer
		(On behalf of the Registrant)

		/s/ R. DOUGLAS ORR
		R. Douglas Orr
		Executive Vice President and Chief Financial Officer
		(As Principal Financial and Accounting Officer)