The following discussion and analysis should be read in conjunction with the
consolidated financial statements and related notes included in Item 8 -
Financial Statements and Supplementary Data, of our 2021 Annual Report on Form
10-K, as well as Part I - Item 1 - Financial Statements, of this Form 10-Q,
which is incorporated herein by reference.

Overview



We offer financing programs that enable automobile dealers to sell vehicles to
consumers, regardless of their credit history. Our financing programs are
offered through a nationwide network of automobile dealers who benefit from
sales of vehicles to consumers who otherwise could not obtain financing; from
repeat and referral sales generated by these same customers; and from sales to
customers responding to advertisements for our financing programs, but who
actually end up qualifying for traditional financing.

For the three months ended September 30, 2022, consolidated net income was $86.8
million, or $6.49 per diluted share, compared to consolidated net income of
$250.0 million, or $15.79 per diluted share, for the same period in 2021,
primarily due to an increase in provision for credit losses and a decrease in
finance charges. Our results for the three months ended September 30, 2022
included:
•A decrease in forecasted collection rates for Consumer Loans assigned in 2019
through 2022, which decreased forecasted net cash flows from our Loan portfolio
by $85.4 million, or 0.9%.
•Forecasted profitability per Consumer Loan assignment that has significantly
exceeded our initial estimates for Consumer Loans assigned in 2018 through 2020.
•Growth in Consumer Loan assignment volume, as unit and dollar volumes grew
29.3% and 32.1%, respectively, as compared to the third quarter of 2021.
•Stock repurchases of approximately 54,000 shares, which represented 0.4% of the
shares outstanding at the beginning of the quarter.

For the nine months ended September 30, 2022, consolidated net income was $408.5
million, or $29.74 per diluted share, compared to consolidated net income of
$740.7 million, or $44.73 per diluted share, for the same period in 2021,
primarily due to an increase in provision for credit losses, an increase in
operating expenses and a decrease in finance charges. Our results for the nine
months ended September 30, 2022 included:
•A decrease in forecasted collection rates for Consumer Loans assigned in 2022
and an increase in forecasted collection rates for Consumer Loans assigned in
2014, 2016, 2017 and 2021, which decreased forecasted net cash flows from our
Loan portfolio by $18.6 million, or 0.2%.
•Forecasted profitability per Consumer Loan assignment that has significantly
exceeded our initial estimates for Consumer Loans assigned in 2018 through 2020.
•A decline in Consumer Loan assignment unit volume of 0.4%, while dollar volume
grew 11.5%, as compared to the same period in 2021.
•Stock repurchases of approximately 1.3 million shares, which represented 8.9%
of the shares outstanding at the beginning of the year.
•A $12.0 million expense in the second quarter of 2022, compared to a $27.2
million expense in the first quarter of 2021, related to previously-disclosed
legal matters, and a $21.6 million increase in stock-based compensation expense
primarily due to the retirement of our former Chief Executive Officer in May
2021 and the timing of shareholder approval for 2020 and 2021 stock option
grants.

Critical Success Factors



Critical success factors include our ability to accurately forecast Consumer
Loan performance, access capital on acceptable terms, and maintain or grow
Consumer Loan volume at the level and on the terms that we anticipate, with the
objective to maximize economic profit over the long term. Economic profit is a
non-GAAP financial measure we use to evaluate our financial results and
determine certain incentive compensation. We also use economic profit as a
framework to evaluate business decisions and strategies. Economic profit
measures how efficiently we utilize our total capital, both debt and equity, and
is a function of the return on capital in excess of the cost of capital and the
amount of capital invested in the business.
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Consumer Loan Metrics

At the time a Consumer Loan is submitted to us for assignment, we forecast
future expected cash flows from the Consumer Loan. Based on the amount and
timing of these forecasts and expected expense levels, an advance or one-time
purchase payment is made to the related Dealer at a price designed to maximize
economic profit.

We use a statistical model to estimate the expected collection rate for each
Consumer Loan at the time of assignment. We continue to evaluate the expected
collection rate of each Consumer Loan subsequent to assignment. Our evaluation
becomes more accurate as the Consumer Loans age, as we use actual performance
data in our forecast. By comparing our current expected collection rate for each
Consumer Loan with the rate we projected at the time of assignment, we are able
to assess the accuracy of our initial forecast. The following table compares our
forecast of Consumer Loan collection rates as of September 30, 2022, with the
forecasts as of June 30, 2022, as of December 31, 2021 and at the time of
assignment, segmented by year of assignment:
                                                    Forecasted Collection Percentage as of (1)                                           Current Forecast Variance from
Consumer Loan Assignment         September 30,                                December 31,                                                       December 31,
          Year                       2022              June 30, 2022              2021             Initial Forecast       June 30, 2022              2021             Initial Forecast
          2013                           73.4  %              73.4  %                73.4  %                72.0  %               0.0  %                 0.0  %                 1.4  %
          2014                           71.7  %              71.7  %                71.5  %                71.8  %               0.0  %                 0.2  %                -0.1  %
          2015                           65.2  %              65.2  %                65.1  %                67.7  %               0.0  %                 0.1  %                -2.5  %
          2016                           63.8  %              63.8  %                63.6  %                65.4  %               0.0  %                 0.2  %                -1.6  %
          2017                           64.6  %              64.6  %                64.4  %                64.0  %               0.0  %                 0.2  %                 0.6  %
          2018                           65.1  %              65.1  %                65.1  %                63.6  %               0.0  %                 0.0  %                 1.5  %
          2019                           66.5  %              66.7  %                66.5  %                64.0  %              -0.2  %                 0.0  %                 2.5  %
          2020                           67.9  %              68.4  %                67.9  %                63.4  %              -0.5  %                 0.0  %                 4.5  %
          2021                           66.8  %              67.6  %                66.5  %                66.3  %              -0.8  %                 0.3  %                 0.5  %
         2022 (2)                        66.5  %              67.1  %                   -                   67.4  %              -0.6  %                   -                   -0.9  %


(1)Represents the total forecasted collections we expect to collect on the
Consumer Loans as a percentage of the repayments that we were contractually owed
on the Consumer Loans at the time of assignment. Contractual repayments include
both principal and interest. Forecasted collection rates are negatively impacted
by canceled Consumer Loans as the contractual amount owed is not removed from
the denominator for purposes of computing forecasted collection rates in the
table.
(2)The forecasted collection rate for 2022 Consumer Loans as of September 30,
2022 includes both Consumer Loans that were in our portfolio as of June 30, 2022
and Consumer Loans assigned during the most recent quarter. The following table
provides forecasted collection rates for each of these segments:

                                                    Forecasted Collection Percentage as of                         Current Forecast Variance from

2022 Consumer Loan Assignment


             Period                    September 30, 2022        June 30, 

2022 Initial Forecast June 30, 2022 Initial Forecast January 1, 2022 through June 30, 2022

                                              66.3  %               67.1  %                 67.6  %                -0.8  %                 -1.3 

%

July 1, 2022 through September
30, 2022                                          66.9  %                  -                    67.1  %                   -                    -0.2  %



Consumer Loans assigned in 2013 and 2018 through 2020 have yielded forecasted
collection results significantly better than our initial estimates, while
Consumer Loans assigned in 2015 and 2016 have yielded forecasted collection
results significantly worse than our initial estimates. For all other assignment
years presented, actual results have been close to our initial estimates. For
the three months ended September 30, 2022, forecasted collection rates declined
for Consumer Loans assigned in 2019 through 2022 and were generally consistent
with expectations at the start of the period for all other assignment years
presented. For the nine months ended September 30, 2022, forecasted collection
rates improved for Consumer Loans assigned in 2014, 2016, 2017 and 2021,
declined for Consumer Loans assigned in 2022, and were generally consistent with
expectations at the start of the period for all other assignment years
presented.


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The changes in forecasted collection rates for the three and nine months ended September 30, 2022 and 2021 impacted forecasted net cash flows (forecasted collections less forecasted Dealer Holdback payments) as follows:



                                           For the Three Months Ended 

September For the Nine Months Ended September (In millions)

                                              30,                                        30,

Increase (Decrease) in Forecasted


           Net Cash Flows                        2022                 2021                 2022                 2021
Dealer Loans                               $       (37.3)         $     20.3          $      (17.4)         $     79.9
Purchased Loans                                    (48.1)               62.0                  (1.2)              214.3
Total                                      $       (85.4)         $     82.3          $      (18.6)         $    294.2



Total realized collections for October 2022 were consistent with our
expectations at the start of the month. However, we have not yet completed our
analysis of the collection results to determine the impact on forecasted net
cash flows.

The following table presents information on the average Consumer Loan assignment for each of the last 10 years:



                                                                                 Average
                                                                                                      Initial Loan Term
       Consumer Loan Assignment Year                Consumer Loan (1)           Advance (2)              (in months)
                   2013                           $           15,445          $       7,344                      47
                   2014                                          15,692                  7,492                   47
                   2015                                          16,354                  7,272                   50
                   2016                                          18,218                  7,976                   53
                   2017                                          20,230                  8,746                   55
                   2018                                          22,158                  9,635                   57
                   2019                                          23,139                 10,174                   57
                   2020                                          24,262                 10,656                   59
                   2021                                          25,632                 11,790                   59
                   2022 (3)                                      27,197                 12,938                   59



(1)Represents the repayments that we were contractually owed on Consumer Loans
at the time of assignment, which include both principal and interest.
(2)Represents advances paid to Dealers on Consumer Loans assigned under our
Portfolio Program and one-time payments made to Dealers to purchase Consumer
Loans assigned under our Purchase Program. Payments of Dealer Holdback and
accelerated Dealer Holdback are not included.
(3)The averages for 2022 Consumer Loans include both Consumer Loans that were in
our portfolio as of June 30, 2022 and Consumer Loans assigned during the most
recent quarter. The following table provides averages for each of these
segments:

                                                                              Average
                                                                                                Initial Loan Term
   2022 Consumer Loan Assignment Period            Consumer Loan             Advance               (in months)
January 1, 2022 through June 30, 2022            $       27,118          $     12,995                      59
July 1, 2022 through September 30, 2022                  27,357                12,820                      60



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Forecasting collection rates accurately at Loan inception is difficult. With
this in mind, we establish advance rates that are intended to allow us to
achieve acceptable levels of profitability, even if collection rates are less
than we initially forecast.

The following table presents forecasted Consumer Loan collection rates, advance
rates, the spread (the forecasted collection rate less the advance rate), and
the percentage of the forecasted collections that had been realized as of
September 30, 2022. All amounts, unless otherwise noted, are presented as a
percentage of the initial balance of the Consumer Loan (principal +
interest). The table includes both Dealer Loans and Purchased Loans.

                                                                                       As of September 30, 2022
                                                          Forecasted                                                             % of Forecast
         Consumer Loan Assignment Year                   Collection %            Advance % (1)             Spread %              Realized (2)
                     2013                                         73.4  %                47.6  %                 25.8  %                 99.8  %
                     2014                                         71.7  %                47.7  %                 24.0  %                 99.5  %
                     2015                                         65.2  %                44.5  %                 20.7  %                 99.0  %
                     2016                                         63.8  %                43.8  %                 20.0  %                 98.4  %
                     2017                                         64.6  %                43.2  %                 21.4  %                 96.6  %
                     2018                                         65.1  %                43.5  %                 21.6  %                 91.1  %
                     2019                                         66.5  %                44.0  %                 22.5  %                 80.9  %
                     2020                                         67.9  %                43.9  %                 24.0  %                 65.1  %
                     2021                                         66.8  %                46.0  %                 20.8  %                 41.3  %
                     2022 (3)                                     66.5  %                47.6  %                 18.9  %                 10.5  %



(1)Represents advances paid to Dealers on Consumer Loans assigned under our
Portfolio Program and one-time payments made to Dealers to purchase Consumer
Loans assigned under our Purchase Program as a percentage of the initial balance
of the Consumer Loans. Payments of Dealer Holdback and accelerated Dealer
Holdback are not included.
(2)Presented as a percentage of total forecasted collections.
(3)The forecasted collection rate, advance rate and spread for 2022 Consumer
Loans as of September 30, 2022 include both Consumer Loans that were in our
portfolio as of June 30, 2022 and Consumer Loans assigned during the most recent
quarter. The following table provides forecasted collection rates, advance
rates, and spreads for each of these segments:
                                                           As of September 

30, 2022


                                                    Forecasted
  2022 Consumer Loan Assignment Period             Collection %           Advance %      Spread %
January 1, 2022 through June 30, 2022                         66.3  %        47.9  %       18.4  %
July 1, 2022 through September 30, 2022                       66.9  %       

46.9 % 20.0 %





The risk of a material change in our forecasted collection rate declines as the
Consumer Loans age. For 2018 and prior Consumer Loan assignments, the risk of a
material forecast variance is modest, as we have currently realized in excess of
90% of the expected collections. Conversely, the forecasted collection rates for
more recent Consumer Loan assignments are less certain as a significant portion
of our forecast has not been realized.

The spread between the forecasted collection rate and the advance rate has
ranged from 18.9% to 25.8%, on an annual basis, over the last 10 years. The
spreads in 2019 and 2020 were positively impacted by Consumer Loan performance,
which has exceeded our initial estimates by a greater margin than the other
years presented. The decrease in the spread from 2021 to 2022 was primarily due
to Consumer Loan performance, as the performance of 2021 Consumer Loans has
exceeded our initial estimates while the performance of 2022 Consumer Loans has
been lower than our initial estimates, and a lower initial spread on 2022
Consumer Loans due to the advance rate increasing by a greater margin than the
initial forecast. The increase in the spread from the first six months of 2022
to the third quarter of 2022 was primarily due to Consumer Loan performance, as
the performance of Consumer Loans assigned during the first six months of 2022
has been significantly lower than our initial estimates, and a higher initial
spread on Consumer Loans assigned during the third quarter of 2022 due to the
advance rate decreasing by a greater margin than the initial forecast.


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The following table compares our forecast of Consumer Loan collection rates as
of September 30, 2022 with the forecasts at the time of assignment, for Dealer
Loans and Purchased Loans separately:

                                                          Dealer Loans                                                        Purchased Loans
                                  Forecasted Collection Percentage as of                               Forecasted Collection Percentage as of
                                                   (1)                                                                  (1)
  Consumer Loan Assignment         September 30,            Initial                                     September 30,             Initial
           Year                        2022                 Forecast               Variance                 2022                  Forecast               Variance
           2013                           73.4  %                72.1  %                 1.3  %                 74.3  %                71.6  %                 2.7  %
           2014                           71.5  %                71.9  %                -0.4  %                 72.5  %                70.9  %                 1.6  %
           2015                           64.5  %                67.5  %                -3.0  %                 68.9  %                68.5  %                 0.4  %
           2016                           63.0  %                65.1  %                -2.1  %                 66.0  %                66.5  %                -0.5  %
           2017                           64.0  %                63.8  %                 0.2  %                 66.3  %                64.6  %                 1.7  %
           2018                           64.5  %                63.6  %                 0.9  %                 66.3  %                63.5  %                 2.8  %
           2019                           66.2  %                63.9  %                 2.3  %                 67.1  %                64.2  %                 2.9  %
           2020                           67.8  %                63.3  %                 4.5  %                 68.1  %                63.6  %                 4.5  %
           2021                           66.6  %                66.3  %                 0.3  %                 67.3  %                66.3  %                 1.0  %
           2022                           66.1  %                67.3  %                -1.2  %                 67.3  %                67.7  %                -0.4  %



(1)The forecasted collection rates presented for Dealer Loans and Purchased
Loans reflect the Consumer Loan classification at the time of assignment. The
forecasted collection rates represent the total forecasted collections we expect
to collect on the Consumer Loans as a percentage of the repayments that we were
contractually owed on the Consumer Loans at the time of assignment. Contractual
repayments include both principal and interest. Forecasted collection rates are
negatively impacted by canceled Consumer Loans as the contractual amount owed is
not removed from the denominator for purposes of computing forecasted collection
rates in the table.

The following table presents forecasted Consumer Loan collection rates, advance
rates, and the spread (the forecasted collection rate less the advance rate) as
of September 30, 2022 for Dealer Loans and Purchased Loans separately. All
amounts are presented as a percentage of the initial balance of the Consumer
Loan (principal + interest).

                                                           Dealer Loans                                                        Purchased Loans
  Consumer Loan Assignment           Forecasted              Advance %                                     Forecasted              Advance %
           Year                   Collection % (1)            (1)(2)                Spread %            Collection % (1)            (1)(2)                Spread %
           2013                             73.4  %               47.2  %                26.2  %                  74.3  %               51.5  %                22.8  %
           2014                             71.5  %               47.2  %                24.3  %                  72.5  %               51.8  %                20.7  %
           2015                             64.5  %               43.4  %                21.1  %                  68.9  %               50.2  %                18.7  %
           2016                             63.0  %               42.1  %                20.9  %                  66.0  %               48.6  %                17.4  %
           2017                             64.0  %               42.1  %                21.9  %                  66.3  %               45.8  %                20.5  %
           2018                             64.5  %               42.7  %                21.8  %                  66.3  %               45.2  %                21.1  %
           2019                             66.2  %               43.1  %                23.1  %                  67.1  %               45.6  %                21.5  %
           2020                             67.8  %               43.0  %                24.8  %                  68.1  %               45.5  %                22.6  %
           2021                             66.6  %               45.1  %                21.5  %                  67.3  %               47.7  %                19.6  %
           2022                             66.1  %               46.5  %                19.6  %                  67.3  %               50.1  %                17.2  %



(1)The forecasted collection rates and advance rates presented for Dealer Loans
and Purchased Loans reflect the Consumer Loan classification at the time of
assignment.
(2)Represents advances paid to Dealers on Consumer Loans assigned under our
Portfolio Program and one-time payments made to Dealers to purchase Consumer
Loans assigned under our Purchase Program as a percentage of the initial balance
of the Consumer Loans. Payments of Dealer Holdback and accelerated Dealer
Holdback are not included.

Although the advance rate on Purchased Loans is higher as compared to the advance rate on Dealer Loans, Purchased Loans do not require us to pay Dealer Holdback.




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The spread on Dealer Loans decreased from 21.5% in 2021 to 19.6% in 2022
primarily as a result of Consumer Loan performance, as the performance of 2021
Consumer Loans in our Dealer Loan portfolio has exceeded our initial estimates
while the performance of 2022 Consumer Loans in our Dealer Loan portfolio has
been significantly lower than our initial estimates, and a lower initial spread
on 2022 Consumer Loans in our Dealer Loan portfolio, due to the advance rate
increasing by a greater margin than the initial forecast in our Dealer Loan
portfolio. The spread on Purchased Loans decreased from 19.6% in 2021 to 17.2%
in 2022 primarily as a result of Consumer Loan performance, as the performance
of the 2021 Consumer Loans in our Purchased Loan portfolio has significantly
exceeded our initial estimates while the performance of 2022 Consumer Loans in
our Purchased Loan portfolio has been lower than our initial estimates, and a
lower initial spread on 2022 Consumer Loans in our Purchased Loan portfolio, due
to the advance rate increasing by a greater margin than the initial forecast in
our Purchased Loan portfolio.

Access to Capital



Our strategy for accessing capital on acceptable terms needed to maintain and
grow the business is to: (1) maintain consistent financial performance; (2)
maintain modest financial leverage; and (3) maintain multiple funding
sources. Our funded debt to equity ratio was 2.9 to 1 as of September 30,
2022. We currently utilize the following primary forms of debt financing: (1) a
revolving secured line of credit; (2) Warehouse facilities; (3) Term ABS
financings; and (4) senior notes.

Consumer Loan Volume



The following table summarizes changes in Consumer Loan assignment volume in
each of the last seven quarters as compared to the same period in the previous
year:

                                    Year over Year Percent Change
 Three Months Ended              Unit Volume               Dollar Volume (1)
March 31, 2021                                 -7.5  %                -2.2  %
June 30, 2021                                 -28.7  %               -20.5  %
September 30, 2021                            -29.4  %               -17.9  %
December 31, 2021                             -22.6  %               -12.7  %
March 31, 2022                                -22.1  %               -10.5  %
June 30, 2022                                   5.1  %                22.0  %
September 30, 2022                             29.3  %                32.1  %


(1)Represents advances paid to Dealers on Consumer Loans assigned under our Portfolio Program and one-time payments made to Dealers to purchase Consumer Loans assigned under our Purchase Program. Payments of Dealer Holdback and accelerated Dealer Holdback are not included.



Consumer Loan assignment volumes depend on a number of factors including (1) the
overall demand for our financing programs, (2) the amount of capital available
to fund new Loans, and (3) our assessment of the volume that our infrastructure
can support. Our pricing strategy is intended to maximize the amount of economic
profit we generate, within the confines of capital and infrastructure
constraints.

Unit and dollar volumes grew 29.3% and 32.1%, respectively, during the third
quarter of 2022 as the number of active Dealers grew 12.6% and the average unit
volume per active Dealer grew 15.1%. Unit volume for October 2022 grew 21.2%
compared to unit volume for October 2021. The comparable 2021 periods reflected
significant declines in unit volume, which we believe were primarily due to low
dealer inventories and elevated used vehicle prices, which we believe were
primarily due to the downstream impact of supply chain disruptions in the
automotive industry.
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The following table summarizes the changes in Consumer Loan unit volume and
active Dealers:

                                          For the Three Months Ended September 30,                           For the Nine Months Ended September 30,
                                      2022                  2021                % Change                 2022                  2021                % Change
Consumer Loan unit volume               71,937              55,620                   29.3  %              218,393             219,303                   -0.4  %
Active Dealers (1)                       8,547               7,588                   12.6  %               10,880              10,815                    0.6  %
Average volume per active
Dealer                                     8.4                 7.3                   15.1  %                 20.1                20.3                   -1.0  %

Consumer Loan unit volume from
Dealers active both periods             56,381              48,141                   17.1  %              192,302             201,409                   -4.5  %
Dealers active both periods              5,518               5,518                      -                   8,096               8,096                      -
Average volume per Dealer
active both periods                       10.2                 8.7                   17.1  %                 23.8                24.9                   -4.5  %

Consumer Loan unit volume from
Dealers not active both periods         15,556               7,479                  108.0  %               26,091              17,894                   45.8  %
Dealers not active both periods          3,029               2,070                   46.3  %                2,784               2,719                    2.4  %
Average volume per Dealer not
active both periods                        5.1                 3.6                   41.7  %                  9.4                 6.6                   42.4  %

(1)Active Dealers are Dealers who have received funding for at least one Consumer Loan during the period.

The following table provides additional information on the changes in Consumer Loan unit volume and active Dealers:



                                       For the Three Months Ended September 30,                            For the Nine Months Ended September 30,
                                  2022                  2021                 % Change                 2022                   2021                 % Change
Consumer Loan unit volume
from new active Dealers             2,522                 1,476                   70.9  %              17,653                 12,361                   42.8  %
New active Dealers (1)                674                   460                   46.5  %               2,044                  1,615                   26.6  %
Average volume per new
active Dealer                         3.7                   3.2                   15.6  %                 8.6                    7.7                   11.7  %

Attrition (2)                       -13.4  %              -16.6  %                                       -8.2  %                -9.2  %



(1)New active Dealers are Dealers who enrolled in our program and have received
funding for their first Loan from us during the period.
(2)Attrition is measured according to the following formula: decrease in
Consumer Loan unit volume from Dealers who have received funding for at least
one Loan during the comparable period of the prior year but did not receive
funding for any Loans during the current period divided by prior year comparable
period Consumer Loan unit volume.

The following table shows the percentage of Consumer Loans assigned to us as Dealer Loans and Purchased Loans for each of the last seven quarters:



                                    Unit Volume                           

Dollar Volume (1)


 Three Months Ended      Dealer Loans      Purchased Loans        Dealer Loans        Purchased Loans
March 31, 2021                 65.4  %              34.6  %               62.7  %              37.3  %
June 30, 2021                  66.9  %              33.1  %               64.0  %              36.0  %
September 30, 2021             69.9  %              30.1  %               66.8  %              33.2  %
December 31, 2021              71.8  %              28.2  %               68.0  %              32.0  %
March 31, 2022                 72.7  %              27.3  %               68.6  %              31.4  %
June 30, 2022                  74.0  %              26.0  %               70.4  %              29.6  %
September 30, 2022             74.3  %              25.7  %               70.5  %              29.5  %

(1)Represents advances paid to Dealers on Consumer Loans assigned under our Portfolio Program and one-time payments made to Dealers to purchase Consumer Loans assigned under our Purchase Program. Payments of Dealer Holdback and accelerated Dealer Holdback are not included.



As of September 30, 2022 and December 31, 2021, the net Dealer Loans receivable
balance was 64.1% and 61.3%, respectively, of the total net Loans receivable
balance.
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Results of Operations

The net Loan income (finance charge revenue less provision for credit losses
expense) that we recognize over the life of a Loan equals the cash we collect
from the underlying Consumer Loan less the cash we pay to the Dealer. We believe
the economics of our business are best exhibited by recognizing net Loan income
on a level-yield basis over the life of the Loan based on expected future net
cash flows. We do not believe the GAAP methodology we employ (known as CECL)
provides sufficient transparency into the economics of our business due to its
asymmetry requiring us to recognize a significant provision for credit losses
expense at the time of assignment for contractual net cash flows we never expect
to realize and to recognize in subsequent periods finance charge revenue that is
significantly in excess of our expected yields. For additional information, see
Note 3 and Note 6 to the consolidated financial statements contained in Part I -
Item 1 of this Form 10-Q, which is incorporated herein by reference.

Three Months Ended September 30, 2022 Compared to Three Months Ended September 30, 2021

The following is a discussion of our results of operations and income statement data on a consolidated basis.




(Dollars in millions, except per share                                      For the Three Months Ended
data)                                                                       

September 30,


                                                   2022                    2021                 $ Change                 % Change
Revenue:
Finance charges                             $       420.6             $      442.1          $       (21.5)                      -4.9  %
Premiums earned                                      16.4                     15.4                    1.0                        6.5  %
Other income                                         23.3                     12.6                   10.7                       84.9  %
Total revenue                                       460.3                    470.1                   (9.8)                      -2.1  %
Costs and expenses:
Salaries and wages (1)                               66.9                     63.2                    3.7                        5.9  %
General and administrative (1)                       16.6                     16.9                   (0.3)                      -1.8  %
Sales and marketing (1)                              19.7                     16.3                    3.4                       20.9  %
Provision for credit losses                         180.3                     (8.3)                 188.6                   -2,272.3  %
Interest                                             41.8                     39.8                    2.0                        5.0  %
Provision for claims                                 12.9                     10.0                    2.9                       29.0  %

Total costs and expenses                            338.2                    137.9                  200.3                      145.3  %
Income before provision for income taxes            122.1                    332.2                 (210.1)                     -63.2  %
Provision for income taxes                           35.3                     82.2                  (46.9)                     -57.1  %
Net income                                  $        86.8             $      250.0          $      (163.2)                     -65.3  %
Net income per share:
Basic                                       $        6.53             $      15.83          $       (9.30)                     -58.7  %
Diluted                                     $        6.49             $      15.79          $       (9.30)                     -58.9  %
Weighted average shares outstanding:
Basic                                          13,293,224               15,795,963             (2,502,739)                     -15.8  %
Diluted                                        13,364,160               15,829,166             (2,465,006)                     -15.6  %


(1) Operating expenses                      $       103.2             $       96.4          $         6.8                        7.1  %




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Finance Charges. The decrease of $21.5 million, or 4.9%, was primarily the
result of a decrease in the average net Loans receivable balance, as follows:

(Dollars in millions)                                     For the Three Months Ended September 30,
                                                        2022                  2021               Change
Average net Loans receivable balance             $      6,316.6           $  6,676.8          $   (360.2)
Average yield on our Loan portfolio                        26.6   %             26.5  %              0.1  %



The following table summarizes the impact each component had on the overall decrease in finance charges for the three months ended September 30, 2022:



(In millions)                                                           Year over Year Change
                                                                      For the Three Months Ended
Impact on finance charges:                                                September 30, 2022
Due to a decrease in the average net Loans receivable balance         $                 (23.9)
Due to an increase in the average yield                                                   2.4
Total decrease in finance charges                                     $                 (21.5)



The decrease in the average net Loans receivable balance was primarily due to
the principal collected on Loans receivable exceeding the dollar volume of new
Consumer Loan assignments.

Other Income. The increase of $10.7 million, or 84.9%, was primarily due to:
•A $5.2 million increase in remarketing fee income for fees related to the
repossession and remarketing of vehicles, which included $4.5 million of fees
charged to dealers for repossession activity that occurred from August 2020
through June 2022.
•A $4.1 million increase in ancillary product profit sharing income primarily
due to a decrease in average claim rates on Guaranteed Asset Protection ("GAP")
contracts.

Operating Expenses. The increase of $6.8 million, or 7.1%, was primarily due to:
•An increase in salaries and wages expense of $3.7 million, or 5.9%, primarily
due to:
•An increase of $10.1 million, excluding stock-based compensation expense,
primarily related to an increase in the number of team members in our technology
department.
•A decrease of $6.4 million in stock-based compensation expense, primarily
related to stock options. From December 2020 through June 2021, we granted stock
options, subject to shareholder approval of an amendment to our incentive
compensation plan. Because stock-based awards subject to shareholder approval
are not considered granted for accounting purposes until that approval is
received, no stock-based compensation expense could be recognized with respect
to those stock options until we received shareholder approval at the annual
meeting on July 21, 2021. Accordingly, the first annual vesting installment was
recognized over the period from July 2021 through the first anniversary of the
date on which the options were granted, resulting in a higher expense during the
third quarter of 2021.
•An increase in sales and marketing expense of $3.4 million, or 20.9%, primarily
due to a change in the compensation plan for our sales force in September 2021,
an increase in the size of our sales force, and growth in Consumer Loan
assignment unit volume.
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Provision for Credit Losses. The increase of $188.6 million was primarily due to an increase in provision for credit losses on forecast changes.



We recognize provision for credit losses on new Consumer Loan assignments for
contractual net cash flows that are not expected to be realized at the time of
assignment. We also recognize provision for credit losses on forecast changes in
the amount and timing of expected future net cash flows subsequent to
assignment. The following table summarizes the provision for credit losses for
each of these components:

  (In millions)                             For the Three Months Ended September 30,

    Provision for Credit Losses                   2022                     

2021 Change


  New Consumer Loan assignments   $         83.4                          $ 75.5      $   7.9
  Forecast changes                          96.9                           (83.8)       180.7
  Total                           $        180.3                          $ (8.3)     $ 188.6



The increase in provision for credit losses related to forecast changes was
primarily due to a decline in Consumer Loan performance during the third quarter
of 2022 compared to an improvement in Consumer Loan performance during the third
quarter of 2021. During the third quarter of 2022, we reduced our estimate of
future net cash flows by $85.4 million to reflect a decline in Consumer Loan
performance during the period. During the third quarter of 2021, we increased
our estimate of future net cash flows by $82.3 million to reflect an improvement
in Consumer Loan performance during the period.

The increase in provision for credit losses related to new Consumer Loan assignments was primarily due to a 29.3% increase in Consumer Loan assignment unit volume, partially offset by a decrease in the average provision per Consumer Loan assignment.





Provision for Income Taxes. For the three months ended September 30, 2022, the
effective income tax rate increased to 28.9% from 24.7% for the three months
ended September 30, 2021. The increase was primarily due to changes in state and
local tax laws that were enacted during the third quarter of 2022 and the impact
of non-deductible expenses on our effective income tax rate, which increased in
magnitude from 2021 to 2022 primarily due to a decrease in pre-tax income. For
additional information, see Note 11 to the consolidated financial statements
contained in Part I - Item 1 of this Form 10-Q, which is incorporated herein by
reference.



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Nine Months Ended September 30, 2022 Compared to Nine Months Ended September 30, 2021



The following is a discussion of our results of operations and income statement
data on a consolidated basis.
(Dollars in millions, except per share                                   For the Nine Months Ended
data)                                                                          September 30,
                                                2022                  2021                $ Change                 % Change
Revenue:
Finance charges                            $    1,270.3          $    1,312.4          $      (42.1)                      -3.2  %
Premiums earned                                    45.6                  45.6                     -                          -  %
Other income                                       57.5                  34.8                  22.7                       65.2  %
Total revenue                                   1,373.4               1,392.8                 (19.4)                      -1.4  %
Costs and expenses:
Salaries and wages (1)                            196.7                 150.9                  45.8                       30.4  %
General and administrative (1)                     67.8                  79.9                 (12.1)                     -15.1  %
Sales and marketing (1)                            57.9                  48.4                   9.5                       19.6  %
Provision for credit losses                       351.1                 (17.5)                368.6                   -2,106.3  %
Interest                                          117.2                 125.6                  (8.4)                      -6.7  %
Provision for claims                               34.0                  29.3                   4.7                       16.0  %
Total costs and expenses                          824.7                 416.6                 408.1                       98.0  %
Income before provision for income taxes          548.7                 976.2                (427.5)                     -43.8  %
Provision for income taxes                        140.2                 235.5                 (95.3)                     -40.5  %
Net income                                 $      408.5          $      740.7          $     (332.2)                     -44.8  %
Net income per share:
Basic                                      $      29.90          $      44.77          $     (14.87)                     -33.2  %
Diluted                                    $      29.74          $      44.73          $     (14.99)                     -33.5  %
Weighted average shares outstanding:
Basic                                        13,662,178            16,543,326            (2,881,148)                     -17.4  %
Diluted                                      13,737,871            16,559,639            (2,821,768)                     -17.0  %


(1) Operating expenses                     $      322.4          $      279.2          $       43.2                       15.5  %


Finance Charges. The decrease of $42.1 million, or 3.2%, was primarily the result of a decrease in the average net Loans receivable balance, partially offset by an increase in the average yield on our Loan portfolio, as follows:



(Dollars in millions)                                     For the Nine Months Ended September 30,
                                                       2022                  2021               Change
Average net Loans receivable balance             $     6,316.9           $  6,772.6          $   (455.7)
Average yield on our Loan portfolio                       26.8   %             25.8  %              1.0  %



The following table summarizes the impact each component had on the overall decrease in finance charges for the nine months ended September 30, 2022:



(In millions)                                                           Year over Year Change
                                                                      For the Nine Months Ended
Impact on finance charges:                                                September 30, 2022
Due to a decrease in the average net Loans receivable balance         $                 (88.3)
Due to an increase in the average yield                                                  46.2
Total decrease in finance charges                                     $                 (42.1)




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The decrease in the average net Loans receivable balance was primarily due to
the principal collected on Loans receivable exceeding the dollar volume of new
Consumer Loan assignments. The average yield on our Loan portfolio for the nine
months ended September 30, 2022 increased as compared to the same period in 2021
primarily due to the adoption of CECL on January 1, 2020, which requires us to
recognize finance charges on new Consumer Loan assignments using effective
interest rates based on contractual future net cash flows, which are
significantly in excess of our expected yields.

Other Income. The increase of $22.7 million, or 65.2%, was primarily due to:
•A $16.3 million increase in ancillary product profit sharing income primarily
due to a decrease in average claim rates on GAP contracts.
•A $5.0 million increase in remarketing fee income for fees related to the
repossession and remarketing of vehicles, which included $3.1 million of fees
charged to dealers for repossession activity that occurred from August 2020
through December 2021.

Operating Expenses. The increase of $43.2 million, or 15.5%, was primarily due
to:
•An increase in salaries and wages expense of $45.8 million, or 30.4%, primarily
due to:
•An increase of $24.2 million, excluding stock-based compensation expense,
primarily related to an increase in the number of team members in our technology
department.
•An increase of $21.6 million in stock-based compensation expense, primarily
related to:
•An $11.5 million reversal of expense during the second quarter of 2021 due to
the forfeiture of unvested restricted stock and restricted stock units upon the
retirement of our former Chief Executive Officer in May 2021.
•An increase of $10.4 million related to stock options. From December 2020
through June 2021, we granted stock options, subject to shareholder approval of
an amendment to our incentive compensation plan. Because stock-based awards
subject to shareholder approval are not considered granted for accounting
purposes until that approval is received, no stock-based compensation expense
could be recognized with respect to those stock options until we received
shareholder approval at the annual meeting on July 21, 2021.
•A decrease in general and administrative expense of $12.1 million, or 15.1%,
primarily due to a decrease in legal expenses. Legal expenses for the nine
months ended September 30, 2021 included a $27.2 million settlement with the
Commonwealth of Massachusetts to settle and fully resolve the claims asserted by
the Commonwealth of Massachusetts against the Company, while legal expenses for
the nine months ended September 30, 2022 included the recognition of a $12.0
million contingent loss related to the Company reaching an agreement in
principle to settle a previously-disclosed putative class action lawsuit.

Provision for Credit Losses. The increase of $368.6 million was due to an increase in provision for credit losses on forecast changes, partially offset by a decrease in provision for credit losses on new Consumer Loan assignments.



We recognize provision for credit losses on new Consumer Loan assignments for
contractual net cash flows that are not expected to be realized at the time of
assignment. We also recognize provision for credit losses on forecast changes in
the amount and timing of expected future net cash flows subsequent to
assignment. The following table summarizes the provision for credit losses for
each of these components:

  (In millions)                             For the Nine Months Ended September 30,
    Provision for Credit Losses                  2022                     

2021 Change


  New Consumer Loan assignments   $        283.5                        $ 298.9      $ (15.4)
  Forecast changes                          67.6                         (316.4)       384.0
  Total                           $        351.1                        $ (17.5)     $ 368.6



The increase in provision for credit losses related to forecast changes was
primarily due to a decline in Consumer Loan performance during the first nine
months of 2022 compared to an improvement in Consumer Loan performance during
the same period in 2021. During the first nine months of 2022, we reduced our
estimate of future net cash flows by $18.6 million to reflect a decline in
Consumer Loan performance during the period. During the first nine months of
2021, we increased our estimate of future net cash flows by $294.2 million to
reflect an improvement in Consumer Loan performance during the period. The
results for the first nine months of 2022 include the impact of forecasting
methodology changes implemented during the first quarter, which upon
implementation increased our estimate of future net cash flows by $95.7 million
and reduced our provision for credit losses by $70.6 million. The forecasting
methodology changes included the removal of the COVID forecast adjustment from
our estimate of future net cash flows and an enhancement to our methodology for
forecasting the amount and timing of future net cash flows from our Loan
portfolio through the utilization of more recent data and new
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forecast variables. For additional information, see Note 6 to the consolidated
financial statements contained in Part I - Item 1 of this Form 10-Q, which is
incorporated herein by reference.

The decrease in provision for credit losses related to new Consumer Loan assignments was primarily due to a 0.4% decrease in Consumer Loan assignment unit volume and a decrease in the average provision per Consumer Loan assignment.





Provision for Income Taxes. For the nine months ended September 30, 2022, our
effective income tax rate increased to 25.6% from 24.1% for the nine months
ended September 30, 2021. The increase was primarily due to changes in state and
local tax laws that were enacted during the third quarter of 2022 and an
increase in non-deductible executive compensation expense. Additionally, the
impact of non-deductible expenses on our effective income tax rate also
increased in magnitude from 2021 to 2022 due to a decrease in pre-tax income.
For additional information, see Note 11 to the consolidated financial statements
contained in Part I - Item 1 of this Form 10-Q, which is incorporated herein by
reference.

Properties

The COVID-19 pandemic had a significant impact on our work environment, as the
vast majority of our team members began working remotely. Because our remote
operations and processes proved successful early on, we now pursue a "remote
first" strategy to take advantage of the national talent pool and an increased
rate of team member satisfaction. While remote work has become the primary
experience for most of our team members, we do have team members that, due to
their personal preference or the nature of their responsibilities, have
continued to work primarily in one of our office properties. Additionally, we
have various on-site meetings, events and team building activities for which
in-person attendance is encouraged. Therefore, we believe we will always have a
need for some amount of office space.

As a result of the "remote first" strategy, we have excess space in the two
office buildings that we own in Southfield, Michigan and the office space that
we lease in Henderson, Nevada. Our Henderson lease, which we will not renew,
expires in December 2022. We are currently considering options to further reduce
our office space, which could result in the sale of one or both of our
buildings. As there is currently a significant amount of unoccupied office space
in Southfield, we believe the market value of our buildings and improvements,
land and land improvements, and office furniture and equipment is significantly
less than their combined carrying value of $39.2 million. If we were to
reclassify one or both of these buildings as held for sale, we would be required
to record an impairment charge to reduce the carrying value of the buildings
held for sale to their estimated market value less costs to sell.

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Liquidity and Capital Resources



We need capital to maintain and grow our business. Our primary sources of
capital are cash flows from operating activities, collections of Consumer Loans
and borrowings under: (1) a revolving secured line of credit; (2) Warehouse
facilities; (3) Term ABS financings; and (4) senior notes. There are various
restrictive covenants to which we are subject under each financing arrangement
and we were in compliance with those covenants as of September 30, 2022. For
information regarding these financings and the covenants included in the related
documents, see Note 9 to the consolidated financial statements contained in Part
I - Item 1 of this Form 10-Q, which is incorporated herein by reference.

On June 16, 2022, we completed a $350.0 million Term ABS financing, which was
used to repay outstanding indebtedness and for general corporate purposes. The
financing has an expected annualized cost of approximately 5.4% (including the
initial purchasers' fees and other costs), and it will revolve for 24 months,
after which it will amortize based upon the cash flows on the contributed Loans.

On June 16, 2022, we extended the date on which our $300.0 million Warehouse Facility IV will cease to revolve from November 17, 2023 to May 20, 2025.



On June 22, 2022, we extended the maturity of our revolving secured line of
credit facility from June 22, 2024 to June 22, 2025. Prior to this amendment,
the amount of the facility was set to decrease by $35.0 million on June 22,
2022; however, this amendment increased the amount of the facility by $10.0
million, resulting in a net decrease of $25.0 million, from $435.0 million to
$410.0 million. As previously reported, the amount of the facility will further
decrease by $25.0 million on June 22, 2023. Additionally, this amendment removed
the covenant that required us to maintain consolidated net income of not less
than $1 for the two most recently ended fiscal quarters.

On August 12, 2022, we extended by three years the $500.0 million Term ABS
financing that we entered into on August 28, 2019 and to which we refer as Term
ABS 2019­2. Under the amendment effecting the extension, the date on which the
financing will cease to revolve has been extended from August 15, 2022 to August
15, 2025. The amendment has also increased the interest rate under the financing
from 3.13% to 5.15%.

Cash and cash equivalents as of September 30, 2022 and December 31, 2021 was
$10.7 million and $23.3 million, respectively. As of September 30, 2022 and
December 31, 2021, we had $1,171.1 million and $1,532.4 million, respectively,
in unused and available lines of credit. Our total balance sheet indebtedness
increased to $4,625.9 million as of September 30, 2022 from $4,616.3 million as
of December 31, 2021, primarily due to stock repurchases.

A summary of our scheduled principal debt maturities as of September 30, 2022 is
as follows:

(In millions)
       Year             Scheduled Principal Debt Maturities (1)
Remainder of 2022      $                                  315.2
2023                                                    1,608.8
2024                                                    1,293.8
2025                                                    1,026.4
2026                                                      403.1
Over five years                                               -
Total                  $                                4,647.3


(1)The principal maturities of certain financings are estimated based on forecasted collections.



Based upon anticipated cash flows, management believes that cash flows from
operations and our various financing alternatives will provide sufficient
financing for debt maturities and for future operations. Our ability to borrow
funds may be impacted by economic and financial market conditions. If the
various financing alternatives were to become limited or unavailable to us, our
operations and liquidity could be materially and adversely affected.

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Critical Accounting Estimates

Our consolidated financial statements are prepared in accordance with GAAP. The
preparation of these financial statements requires management to make estimates
and judgments that affect the reported amounts of assets and liabilities and
disclosure of contingent assets and liabilities at the date of the financial
statements and the reported amounts of revenues and expenses during the
reporting period. On an ongoing basis, we review our accounting policies,
assumptions, estimates and judgments to ensure that our financial statements are
presented fairly and in accordance with GAAP. Item 7 of our Annual Report on
Form 10-K for the year ended December 31, 2021 discusses several critical
accounting estimates, which we believe involve a high degree of judgment and
complexity. There have been no material changes to the estimates and assumptions
associated with these accounting estimates from those discussed in our Annual
Report on Form 10-K for the year ended December 31, 2021, except as described
below:

The COVID-19 pandemic created conditions that increased the level of uncertainty
associated with our estimate of the amount and timing of future net cash flows
from our Loan portfolio. During the first quarter of 2020, we applied a
subjective adjustment to our forecasting model to reflect our best estimate of
the future impact of the COVID-19 pandemic on future net cash flows ("COVID
forecast adjustment"), which reduced our estimate of future net cash flows by
$162.2 million. We continued to apply the COVID forecast adjustment through the
end of 2021 as it continued to represent our best estimate. During the first
quarter of 2022, we determined that we had sufficient Consumer Loan performance
experience since the lapse of federal stimulus payments and enhanced
unemployment benefits to refine our estimate of future net cash flows.
Accordingly, during the first quarter of 2022, we removed the COVID forecast
adjustment and enhanced our methodology for forecasting the amount and timing of
future net cash flows from our Loan portfolio through the utilization of more
recent data and new forecast variables. Under CECL, changes in the amount and
timing of forecasted net cash flows are recorded as a provision for credit
losses in the period of change.

The removal of the COVID forecast adjustment and the implementation of the enhanced forecasting methodology during the first quarter of 2022 impacted forecasted net cash flows and provision for credit losses as follows:



(In millions)                                                            

Increase / (Decrease) in

Forecasted Net Provision for


              Forecasting Methodology Changes                                        Cash Flows           Credit Losses
Removal of COVID forecast adjustment                                              $       149.5          $      (118.5)
Implementation of enhanced forecasting methodology                                        (53.8)                  47.9
Total                                                                             $        95.7          $       (70.6)



Forward-Looking Statements

We make forward-looking statements in this report and may make such statements
in future filings with the Securities and Exchange Commission ("SEC"). We may
also make forward-looking statements in our press releases or other public or
shareholder communications. Our forward-looking statements are subject to risks
and uncertainties and include information about our expectations and possible or
assumed future results of operations. When we use any of the words "may,"
"will," "should," "believe," "expect," "anticipate," "assume," "forecast,"
"estimate," "intend," "plan," "target" or similar expressions, we are making
forward-looking statements.

We claim the protection of the safe harbor for forward-looking statements
contained in the Private Securities Litigation Reform Act of 1995 for all of our
forward-looking statements. These forward-looking statements represent our
outlook only as of the date of this report. While we believe that our
forward-looking statements are reasonable, actual results could differ
materially since the statements are based on our current expectations, which are
subject to risks and uncertainties. Factors that might cause such a difference
include, but are not limited to, the factors set forth in Item 1A of our Form
10-K for the year ended December 31, 2021 and Item 1A in Part II of this report,
other risk factors discussed herein or listed from time to time in our reports
filed with the SEC and the following:

Industry, Operational and Macroeconomic Risks
•The outbreak of COVID-19 has adversely impacted our business, and the
continuance of this pandemic, or any future outbreak of any contagious diseases
or other public health emergency, could materially and adversely affect our
business, financial condition, liquidity and results of operations.
•Our inability to accurately forecast and estimate the amount and timing of
future collections could have a material adverse effect on results of
operations.
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•Due to competition from traditional financing sources and non-traditional
lenders, we may not be able to compete successfully.
•Reliance on third parties to administer our ancillary product offerings could
adversely affect our business and financial results.
•We are dependent on our senior management and the loss of any of these
individuals or an inability to hire additional team members could adversely
affect our ability to operate profitably.
•Our reputation is a key asset to our business, and our business may be affected
by how we are perceived in the marketplace.
•The concentration of our dealers in several states could adversely affect us.
•Reliance on our outsourced business functions could adversely affect our
business.
•Our ability to hire and retain foreign information technology personnel could
be hindered by immigration restrictions.
•We may be unable to execute our business strategy due to current economic
conditions.
•Adverse changes in economic conditions, the automobile or finance industries,
or the non-prime consumer market could adversely affect our financial position,
liquidity and results of operations, the ability of key vendors that we depend
on to supply us with services, and our ability to enter into future financing
transactions.
•Natural disasters, climate change, acts of war, terrorist attacks and threats
or the escalation of military activity in response to these attacks or otherwise
may negatively affect our business, financial condition and results of
operations.
•Governmental or market responses to climate change and related environmental
issues could have a material adverse effect on our business.
•Consequences of the current conflict between Russia and Ukraine could have a
material adverse effect on our business, financial condition, liquidity and
results of operations.
•A small number of our shareholders have the ability to significantly influence
matters requiring shareholder approval and such shareholders have interests
which may conflict with the interests of our other security holders.

Capital and Liquidity Risks
•We may be unable to continue to access or renew funding sources and obtain
capital needed to maintain and grow our business.
•The terms of our debt limit how we conduct our business.
•A violation of the terms of our asset-backed secured financing facilities or
revolving secured warehouse facilities could have a material adverse impact on
our operations.
•Our substantial debt could negatively impact our business, prevent us from
satisfying our debt obligations and adversely affect our financial condition.
•We may not be able to generate sufficient cash flows to service our outstanding
debt and fund operations and may be forced to take other actions to satisfy our
obligations under such debt.
•Interest rate fluctuations may adversely affect our borrowing costs,
profitability and liquidity.
•The phaseout of the London Interbank Offered Rate ("LIBOR"), or the replacement
of LIBOR with a different reference rate, could result in a material adverse
effect on our business.
•Reduction in our credit rating could increase the cost of our funding from, and
restrict our access to, the capital markets and adversely affect our liquidity,
financial condition and results of operations.
•We may incur substantially more debt and other liabilities. This could
exacerbate further the risks associated with our current debt levels.
•The conditions of the U.S. and international capital markets may adversely
affect lenders with which we have relationships, causing us to incur additional
costs and reducing our sources of liquidity, which may adversely affect our
financial position, liquidity and results of operations.

Information Technology and Cybersecurity Risks
•Our dependence on technology could have a material adverse effect on our
business.
•Our use of electronic contracts could impact our ability to perfect our
ownership or security interest in Consumer Loans.
•Failure to properly safeguard confidential consumer and team member information
could subject us to liability, decrease our profitability and damage our
reputation.

Legal and Regulatory Risks
•Litigation we are involved in from time to time may adversely affect our
financial condition, results of operations and cash flows.
•Changes in tax laws and the resolution of uncertain income tax matters could
have a material adverse effect on our results of operations and cash flows from
operations.
•The regulations to which we are or may become subject could result in a
material adverse effect on our business.
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Other factors not currently anticipated by management may also materially and
adversely affect our business, financial condition and results of operations. We
do not undertake, and expressly disclaim any obligation, to update or alter our
statements whether as a result of new information, future events or otherwise,
except as required by applicable law.

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