Condensed Consolidating Financial Statements | 14. Condensed Consolidating Financial Statements The Company’s Notes are unconditionally guaranteed by certain of the Company’s subsidiaries (the “Guarantor Subsidiaries”) and are not secured by our other subsidiaries (the “Non-Guarantor Subsidiaries”). The Guarantor Subsidiaries are 100% owned, all guarantees are full and unconditional, and all guarantees are joint and several. As a result of the guarantee arrangements, we are required to present the following condensed consolidating financial statements. The condensed consolidating financial statements reflect the investments in subsidiaries of the Company using the equity method of accounting. The principal elimination entries eliminate investments in subsidiaries and intercompany balances and transactions. Condensed consolidating financial statements of Enova International, Inc. (the “Parent”), its Guarantor Subsidiaries and Non-Guarantor Subsidiaries as of March 31, 2016 and December 31, 2015 and for the three months ended March 31, 2016 are shown on the following pages. Such statements as of and for the periods ended March 31, 2015 are not presented as the Parent has no independent assets or operations and the Non-Guarantor Subsidiaries were minor (as defined in Rule 3-10(h)(6) of Regulation S-X of the Securities Act, having total assets, stockholders’ equity, revenue, income (loss) before taxes and cash flows from operating activities of less than 3% of the Company’s corresponding consolidated amounts). Total assets, income (loss) before taxes and cash flows from operating activities for the Non-Guarantor Subsidiaries exceeded the 3% threshold for the three months ended March 31, 2016, and as a result, the present condensed consolidating financial statements are provided. CONDENSED CONSOLIDATING BALANCE SHEETS As of March 31, 2016 (dollars in thousands) Guarantor Non-Guarantor Parent Subsidiaries Subsidiaries Eliminations Consolidated Assets Cash and cash equivalents $ — $ 110,721 $ 1,490 $ — $ 112,211 Restricted cash — 7,191 13,717 — 20,908 Loans and finance receivables, net — 285,172 143,030 — 428,202 Income taxes receivable 42,513 (35,073 ) (4 ) — 7,436 Other receivables and prepaid expenses 131 18,487 192 — 18,810 Property and equipment, net — 45,404 336 — 45,740 Goodwill — 267,012 — — 267,012 Intangible assets, net — 6,214 7 — 6,221 Investment in subsidiaries 248,576 13,769 — (262,345 ) — Intercompany receivable 426,183 — — (426,183 ) — Other assets 767 7,869 — — 8,636 Total assets $ 718,170 $ 726,766 $ 158,768 $ (688,528 ) $ 915,176 Liabilities and Stockholders' Equity Accounts payable and accrued expenses $ 16,349 $ 56,572 $ 1,357 $ — $ 74,278 Intercompany payables — 384,495 41,688 (426,183 ) — Deferred tax liabilities, net — 29,146 (267 ) — 28,879 Long-term debt 484,216 — 110,198 — 594,414 Total liabilities 500,565 470,213 152,976 (426,183 ) 697,571 Commitments and contingencies Stockholders' equity 217,605 256,553 5,792 (262,345 ) 217,605 Total liabilities and stockholders' equity $ 718,170 $ 726,766 $ 158,768 $ (688,528 ) $ 915,176 CONDENSED CONSOLIDATING BALANCE SHEETS As of December 31, 2015 (dollars in thousands) Guarantor Non-Guarantor Parent Subsidiaries Subsidiaries Eliminations Consolidated Assets Cash and cash equivalents $ — $ 40,927 $ 1,139 $ — $ 42,066 Restricted cash — 7,379 — — 7,379 Loans and finance receivables, net — 430,862 3,771 — 434,633 Income taxes receivable 37,201 (31,709 ) 11 — 5,503 Other receivables and prepaid expenses 162 19,791 96 — 20,049 Property and equipment, net — 47,821 234 — 48,055 Goodwill — 267,008 — — 267,008 Intangible assets, net — 6,532 8 — 6,540 Investment in subsidiaries 233,632 14,177 — (247,809 ) — Intercompany receivable 480,112 — 794 (480,906 ) — Other assets 2,284 7,020 — — 9,304 Total assets $ 753,391 $ 809,808 $ 6,053 $ (728,715 ) $ 840,537 Liabilities and Stockholders' Equity Accounts payable and accrued expenses $ 5,514 $ 66,220 $ 407 $ — $ 72,141 Intercompany payables — 480,906 — (480,906 ) — Deferred tax liabilities, net — 20,562 (43 ) — 20,519 Long-term debt 541,909 — — — 541,909 Total liabilities 547,423 567,688 364 (480,906 ) 634,569 Commitments and contingencies Stockholders' equity 205,968 242,120 5,689 (247,809 ) 205,968 Total liabilities and stockholders' equity $ 753,391 $ 809,808 $ 6,053 $ (728,715 ) $ 840,537 CONDENSED CONSOLIDATING STATEMENTS OF INCOME AND COMPREHENSIVE INCOME For the Three Months Ended March 31, 2016 (in thousands) Guarantor Non-Guarantor Parent Subsidiaries Subsidiaries Eliminations Consolidated Revenue $ — $ 173,136 $ 2,206 $ (689 ) $ 174,653 Cost of Revenue — 66,445 3,132 — 69,577 Gross Profit — 106,691 (926 ) (689 ) 105,076 Expenses Marketing — 20,782 399 — 21,181 Operations and technology — 19,183 951 — 20,134 General and administrative 43 27,442 1,129 (689 ) 27,925 Depreciation and amortization — 3,968 19 — 3,987 Total Expenses 43 71,375 2,498 (689 ) 73,227 Income (Loss) from Operations (43 ) 35,316 (3,424 ) — 31,849 Interest expense, net (13,272 ) 425 (3,068 ) — (15,915 ) Foreign currency transaction gain 1,568 — — — 1,568 Income (Loss) before Income Taxes and Equity in Net Earnings of Subsidiaries (11,747 ) 35,741 (6,492 ) — 17,502 Provision for income taxes (5,127 ) 15,600 (2,834 ) — 7,639 Income (loss) before Equity in Net Earnings of Subsidiaries (6,620 ) 20,141 (3,658 ) — 9,863 Net earnings of subsidiaries 16,483 (3,658 ) — (12,825 ) — Net Income (Loss) $ 9,863 $ 16,483 $ (3,658 ) $ (12,825 ) $ 9,863 Other comprehensive (loss) gain, net of tax: Foreign currency translation (loss) gain (136 ) (648 ) 511 137 (136 ) Total other comprehensive (loss) gain, net of tax (136 ) (648 ) 511 137 (136 ) Comprehensive Income (Loss) $ 9,727 $ 15,835 $ (3,147 ) $ (12,688 ) $ 9,727 CONDENSED CONSOLIDATING STATEMENTS OF CASH FLOWS For the Three Months Ended March 31, 2016 (in thousands) Guarantor Non-Guarantor Parent Subsidiaries Subsidiaries Eliminations Consolidated Cash Flows from Operating Activities $ 75,286 $ (3,466 ) $ 39,942 $ (13,170 ) $ 98,592 Cash Flows from Investing Activities Loans and finance receivables originated or acquired — (138,592 ) (138,255 ) — (276,847 ) Loans and finance receivables repaid — 212,682 (1,505 ) — 211,177 Change in restricted cash — — (13,717 ) — (13,717 ) Purchases of property and equipment — (2,140 ) (90 ) — (2,230 ) Capital contributions to subsidiaries (16,828 ) (3,250 ) — 20,078 — Other investing activities — 58 — — 58 Net cash used in investing activities (16,828 ) 68,758 (153,567 ) 20,078 (81,559 ) Cash Flows from Financing Activities Payments for (proceeds from) member's equity — 3,658 3,250 (6,908 ) — Debt issuance costs paid — — (3,271 ) — (3,271 ) Treasury shares purchased (58 ) — — — (58 ) Borrowings under revolving line of credit 10,000 — — — 10,000 Repayments under revolving line of credit (68,400 ) — — — (68,400 ) Borrowings under securitization facility — — 135,061 — 135,061 Repayments under securitization facility — — (21,148 ) — (21,148 ) Net cash provided by (used in) financing activities (58,458 ) 3,658 113,892 (6,908 ) 52,184 Effect of exchange rates on cash — 844 84 — 928 Net decrease in cash and cash equivalents — 69,794 351 — 70,145 Cash and cash equivalents at beginning of year — 40,927 1,139 — 42,066 Cash and cash equivalents at end of period $ — $ 110,721 $ 1,490 $ — $ 112,211 |