Cash America 2013 Annual Report Download

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Table of contents

  • Page 1

  • Page 2
    ... New York Stock Exchange under the symbol "CSH." As of December 31, 2013, the Company operated 1,006 total locations offering specialty financial services to consumers, which included the following: 869 lending locations in 22 states in the United States, primarily under the names "Cash America Pawn...

  • Page 3
    ... for the 12-month period divided by the monthly average of total assets and the monthly average of total equity of the Company. (b) Includes 31,501 shares, 31,403 shares and 32,506 shares in 2013, 2012 and 2011, respectively, held in the Company's nonqualified deferred compensation plan. $1,200...

  • Page 4
    ... and our share price tracked the turmoil. The period of 2012-2013 is one of the very few two-year periods in the lengthy public company history of Cash America where our share price declined in consecutive years. An abnormally high level of uncommon expense items exacerbated the valuation volatility...

  • Page 5
    ... financial entities serving the needs of similar customers in similar markets might find themselves on similar pathways of revenue and earnings growth. Long-term followers of Cash America know that below the surface, our two reporting segments are two very different businesses. The Retail Services...

  • Page 6
    ... on jewelry-collateralized pawn loans - telling us that the remaining gold assets of our customers are items they really want to keep - which is actually a good thing for the long-term health of our pawn business. In 2013 alone, our profit from the commercial sale of gold and diamonds fell from 2012...

  • Page 7
    ... skewed in favor of installment loans and line of credit products. We expect the Retail Services Segment will begin showing year-over-year improvements in the latter half of the year as we finally begin to anniversary the outsized commercial disposition profits from the gold rush years. Our outlook...

  • Page 8
    6

  • Page 9
    ... long-term goals. Online solutions Cash America offers real solutions to real-life situations when circumstances make a loan necessary for our customers. Through two well-established lending platforms, Cash America offers either online or storefront solutions to meet their needs. Today's technology...

  • Page 10
    ... E-COMMERCE CONSUMER LOANS OUTSTANDING* (in millions) *Gross consumer loans includes amounts extended by third parties. Cash America has achieved success by bringing our online solutions into new digital markets. As of the end of 2013, Enova offered consumer loans over the Internet to customers in...

  • Page 11
    C A S H A M E r I C A I N T E r N A T I o N A l , I N C . 9

  • Page 12
    10

  • Page 13
    ... into the customer's bank account the very next day. As technology advances, Enova will continue to make innovations. In addition to our single-pay consumer loan product, we've diversified our loan portfolio to offer longer-term multi-payment installment loans and lines-of-credit products to offer...

  • Page 14
    12

  • Page 15
    ... for traditional pawn lending. It's a quick and simple person-to-person service that many prefer to today's high-tech options. Cash America's storefronts serve this important community of customers with personal service and attention from friendly, caring, well-trained employees. Cash America has...

  • Page 16
    ... pawn locations in Atlanta and North Carolina. These acquisitions of 75 stores provided significant growth in three important markets for our products. As of December 31, 2013, Cash America operated a total of 1,006 locations offering specialty financial services. This included 869 lending locations...

  • Page 17
    ... for credit. During the loan period, customers have the option to return and pay the balance, plus fees and service charges, to redeem their property. This happens with approximately seven in ten pawn customers. The remaining customers allow Cash America to keep the property in exchange for payment...

  • Page 18
    16

  • Page 19
    ... of customer service. That's why we believe in investing in the education and training of all our employees. We are committed to doing everything we can to build our best possible Cash America team. Many of our store managers, assistant managers and market managers have participated in Cash America...

  • Page 20
    ... de empeño, CashNetUSA, Net Credit, Quick Quid, Dollars Direct, Cashland and Cash America Payday Advance locations and market coverage as of December 31. retail lending locations As of December 31 uNITeD sTaTes ...2013 Texas ...260 Ohio ...120 Florida ...76 Georgia ...48 Tennessee ...41 Indiana...

  • Page 21
    ... Fee $46 Fee $37 Fee $15 Fee $100 Payday Advance Credit Card Late Fee on $100 Bill $100 Utility Bill Late/Reconnect Fees Bounced Check + NSF Merchant Fee on $100 Transaction Source: Community Financial Services Association of America. option is typically the lower-cost option for the customer...

  • Page 22
    ...: SNL Financial LC, Charlottesville, VA ** Total return assumes $100 invested; includes reinvestment of dividends. $2.0 $1.8 $1.6 $800 $700 $600 $1.4 $1.2 $1.0 $0.8 $0.6 $200 $0.4 $0.2 $0 $100 $0 $500 $400 $300 OTHER* CONSUMER LOANS ONLINE LENDING* CONSUMER LOANS RETAIL SERVICES* PAWN LOANS 09...

  • Page 23
    ... executive offices) 1600 West 7th Street Fort Worth, Texas Registrant's telephone number, including area code: (817) 335-1100 76102 - 2599 (Zip Code) Securities Registered Pursuant to Section 12(b) of the Act: Title of Each Class Common Stock, $.10 par value per share Name of Each Exchange...

  • Page 24
    ... Procedures ...158 Item 9B. Other Information ...160 PART III Item 10. Directors, Executive Officers and Corporate Governance ...161 Item 11. Executive Compensation ...161 Item 12. Security Ownership of Certain Beneficial Owners and Management and Related Shareholder Matters ...161 Item 13. Certain...

  • Page 25
    ... executive officers; the Company's ability to open new locations in accordance with plans or to successfully integrate newly acquired businesses into its operations; interest rate and foreign currency exchange rate fluctuations; changes in the capital markets, including the debt and equity markets...

  • Page 26
    ... services organization and credit access business programs ("CSO programs" as further described below) that the Company guarantees. Line of credit accounts include draws made through the Company's line of credit products. Installment loans are longer-term multi-payment loans that generally require...

  • Page 27
    ... locations in the Company's retail services segment offering pawn lending, consumer lending, and other services as of December 31, 2013, 2012 and 2011. The Company's domestic retail services locations operate under the names "Cash America Pawn," "SuperPawn," "Cash America Payday Advance," "Cashland...

  • Page 28
    ... reduced the Company's cash taxes paid in 2013. The Company has obtained a Private Letter Ruling from the Internal Revenue Service with respect to one of the various factors that it considered in making this determination. Closure of Short-term Consumer Loan Retail Services Locations in Texas Since...

  • Page 29
    ...the CFPB's review, the Company is in the process of enhancing its compliance management programs and implementing additional procedures to address the issues identified by the CFPB. The Company is also required to provide periodic reports to the CFPB. For further discussion of the CFPB, see "Item 1A...

  • Page 30
    ...in lower collections on loans made by the Company and a decrease in the number of customers that it is able to approve. In addition, on December 18, 2013, the United Kingdom passed the Financial Services (Banking Reform) Act, which includes an amendment that requires the FCA to introduce rules "with...

  • Page 31
    ...applicable laws, the amounts of these charges are disclosed to the customer on the pawn ticket. These pawn loan fees and service charges contributed approximately 17.3% of the Company's total revenue in 2013, 16.7% in 2012 and 17.8% in 2011. In the Company's pawn lending operations, the maximum pawn...

  • Page 32
    ...make a required payment, the item is returned to merchandise held for disposition. The layaway fee is recognized as revenue, and any amounts previously paid toward the item are returned to the customer as store credit. Consumer Loan Activities In addition to pawn loans, the Company's retail services...

  • Page 33
    ... to customers with top-tier credit histories by commercial banks and similar lenders who are typically unwilling to make unsecured loans to alternative credit customers. Consumer loan fees earned by the Company contributed approximately 48.9% of the Company's total revenue in 2013, 43.4% in 2012 and...

  • Page 34
    ... approach to customer service and collections. Check Cashing and Other Financial Services The Company provides check cashing and other ancillary products and services through its retail services locations. Other financial services include money orders, wire transfers, prepaid debit cards, tax filing...

  • Page 35
    ... the Chief Executive Officer. The Company's foreign retail services operation has a Regional Operations Director who reports to the Vice President and General Manager of International Operations and is overseen by the Chief Financial Officer and ultimately the Company's Chief Executive Officer. 10

  • Page 36
    ... segment is coordinated by the officers of the Company's E-Commerce Division, Enova, including Vice Presidents and Senior Vice Presidents, who report to the Chief Executive Officer-E-Commerce Division. A Senior Vice President of Operations oversees all consumer loan products in the United States and...

  • Page 37
    ... existing retail services platform for pawn loan, consumer loan and check cashing activities to expand its operating margins and add incremental earnings through the addition of new customers. Domestically and internationally, the consumer credit market is evolving, which the Company believes will...

  • Page 38
    ...to also explore new credit product alternatives to help its customers meet their short-term credit needs. While some legislative and regulatory actions in certain states where the Company operates has reduced the revenue per loan to levels that make the product less profitable or unattractive, these...

  • Page 39
    ... have limited access to banking or other financial services) and has limited access to consumer credit. The Company believes there is a future opportunity for growth in the number of full-service pawn locations that offer loans secured by general merchandise as well as gold jewelry in Mexico due to...

  • Page 40
    ..., when acting as a lender, the Company is required to disclose certain material terms related to a credit transaction, including, but not limited to, the annual percentage rate, finance charge, amount financed, total of payments, the number and amount of payments and payment due dates to repay the...

  • Page 41
    ...-term payday loans provided by non-bank financial institutions at storefront locations and deposit account advances offered by depository institutions. While the CFPB's study stated that "these products may work for some consumers for whom an expense needs to be deferred for a short period of time...

  • Page 42
    ... and/or maximum term of a pawn loan, the content and format of the pawn ticket, and the length of time after a loan default that a pawn lending location must hold defaulted pawned collateral or purchased items before disposing of the merchandise. Failure to observe a state's legal requirements for...

  • Page 43
    ... the procedures and disclosures required in debiting or crediting a bank account relating to a consumer loan (i.e., ACH funds transfer). Additionally, in conjunction with the Company's CSO programs, the Company is required to comply with the federal Fair Debt Collection Practices Act ("FDCPA"), and...

  • Page 44
    ... conduct and registration requirements on online lenders lending to residents of that jurisdiction, even though no such attempt has been made previously. During 2013, the Company closed 36 retail services locations in Texas in connection with the Texas Consumer Loan Store Closures, primarily as...

  • Page 45
    ... general, the regulations require lenders to be licensed, set maximum fees and regulate collection practices. Check Cashing Regulations The Company offers check cashing services at many of its pawn lending locations and consumer loan storefront locations. Some states require check cashing companies...

  • Page 46
    ... of the service fee amount as both a dollar amount and as an annual percentage rate, as required by the Federal Truth in Lending Act and applicable state laws; Providing customers who are unable to repay a loan according to its original terms an opportunity, at least once in a 12-month period, to...

  • Page 47
    ... executive offices are located at 1600 West 7th Street, Fort Worth, Texas 76102-2599, and its telephone number is (817) 335-1100. The Company's website is located at www.cashamerica.com. Through its website, the Company provides free access to its Annual Report on Form 10-K, Quarterly Reports...

  • Page 48
    ... content of the Company's loan contracts and other documentation, restrict collection practices, and may subject the Company to periodic examination by state regulatory authorities, among other things. Because pawn loans, short-term loans, line of credit accounts and installment loans, such as those...

  • Page 49
    ... reduce profitability and volume of the loans offered or impair the Company's ability to continue current operations in those jurisdictions. For example, during 2013, the Company closed 36 retail services locations in Texas that offered consumer loans as their primary source of revenue, primarily...

  • Page 50
    ...the Company's business, prospects, results of operations, financial condition and cash flows. On April 24, 2013, the CFPB issued a report entitled "Payday Loans and Deposit Advance Products: A White Paper of Initial Findings," indicating that it had "engaged in an in-depth review of short-term small...

  • Page 51
    ..." on "high-cost short-term" consumer loans by January 2, 2015. Pursuant to this amendment, the FCA could adopt fee, cost of credit or other restrictions that could reduce the volume or profitability of the consumer loans that the Company offers, could cause the Company to change the products that it...

  • Page 52
    ... its review during the first quarter of 2013 and enumerated a number of expectations it has for payday lenders related to affordability assessments, rollover practices, advertising, debt collection practices and consumer disclosures, among other expectations. On May 3, 2013, the OFT sent the Company...

  • Page 53
    ... ACH network), requesting that they work with the NY DFS to cut off ACH system access to New York customer accounts for illegal payday lenders. NACHA, in turn, has requested that its participants review origination activity for these 35 online short-term consumer loan companies and to advise NACHA...

  • Page 54
    ... media reports generally focus on the Annual Percentage Rate to a consumer for this type of loan, which is compared unfavorably to the interest typically charged by banks to consumers with top-tier credit histories. The fees charged by the Company and others in the industry attract media publicity...

  • Page 55
    ... collected, refund the principal amount of advances, pay treble or other multiple damages, pay monetary penalties and/or modify or terminate the Company's operations in particular states. In October 2013, the Company entered into a Settlement Agreement to settle an outstanding class action lawsuit...

  • Page 56
    ... the Company's earnings. A significant portion of the Company's pawn loans are secured by gold jewelry, and the Company sells significant quantities of refined gold and gold jewelry acquired through forfeitures or purchased directly from customers. The Company's pawn service charges, sales proceeds...

  • Page 57
    loans secured by gold jewelry. An additional significant decline in the value of gold could materially adversely affect the Company's business, prospects, results of operations, financial condition and cash flows. The failure of third parties who provide products, services or support to the Company ...

  • Page 58
    ...-service pawn locations that offer pawn loans based on the pledge of general merchandise and jewelry-based collateral (the "Mexico Reorganization"). The Company recognized $28.9 million of charges related to the Mexico Reorganization during the year ended December 31, 2012. The Company is operating...

  • Page 59
    ...that offer products and services offered by the Company, could adversely affect the Company's business, prospects, results of operations, financial condition and cash flows. The Company has many competitors. Its principal competitors are other pawnshops, consumer loan companies, CSOs, online lenders...

  • Page 60
    ... terms, the Company's ability to attract, train and retain qualified store management personnel, the ability to access capital, the ability to obtain required government permits and licenses, the prevailing laws and regulatory environment of each state or jurisdiction in which the Company operates...

  • Page 61
    ... for the Company's products and services and result in reduced earnings. A sustained deterioration in the economy could cause deterioration in the performance of the Company's pawn loan or consumer loan portfolios and in consumer demand for pre-owned merchandise such as the merchandise sold in the...

  • Page 62
    ... the Company's line of credit, senior unsecured notes and convertible notes as more fully described under "Item 8. Financial Statements and Supplementary Data - Note 11." If the Company is unable to generate sufficient cash flow or otherwise obtain funds necessary to make required payments on...

  • Page 63
    ...the reporting periods. In addition, the Company prepares its financial statements in accordance with generally accepted accounting principles in the United States ("GAAP"), and GAAP and its interpretations are subject to change over time. If new rules or interpretations of existing rules require the...

  • Page 64
    ... financial reporting. Adverse real estate market fluctuations could affect the Company's profitability. The Company leases most of its locations. A significant rise in real estate prices or real property taxes could result in an increase in store lease costs as the Company opens new locations...

  • Page 65
    ... for both the retail services segment and e-commerce segment; • Corporate locations leased for the Company's retail services segment in Fort Worth, Texas, Cincinnati, Ohio and Mexico City, Mexico; • Corporate locations leased for the Company's e-commerce segment in Chicago, Illinois and Gurnee...

  • Page 66
    ...with initial lease periods of one to 22 years that serve its retail services segment. The Company's leases typically require the Company to pay all maintenance costs, insurance costs and property taxes. For additional information concerning the Company's leases, see "Item 8. Financial Statements and...

  • Page 67
    ... class action lawsuit in the State Court of Cobb County, Georgia against Georgia Cash America, Inc., Cash America International, Inc. (together with Georgia Cash America, Inc., "Cash America"), Daniel R. Feehan (the Company's chief executive officer), and several unnamed officers, directors, owners...

  • Page 68
    ... its retail services locations in Ohio, and if the Company is unable to continue making short-term loans under this law, it will alter its short-term loan product in Ohio. In addition, following the ruling by the Ninth District Court, four lawsuits were filed against the Company by customers in Ohio...

  • Page 69
    ... of February 18, 2014. The high and low sales prices of common stock as quoted on the New York Stock Exchange and cash dividends declared per share during 2013 and 2012 were as follows: First Quarter 2013 High Low Cash dividend declared per share 2012 High Low Cash dividend declared per share Second...

  • Page 70
    ...as partial tax payments for shares issued under the Company's stock-based compensation plans of 608, 32,126 and 745 shares for the months of January, February and August, respectively; and the reinvestment of dividends in the Company's nonqualified deferred compensation plan for its directors, which...

  • Page 71
    ... 2012 and 2013 income and expense items that affected the Company's consolidated income from operations, income before income taxes, net income and net income per share attributable to Cash America International, Inc. (d) a Excludes loans originated by third-party lenders through the CSO programs...

  • Page 72
    ... services organization and credit access business programs ("CSO programs" as further described below) that the Company guarantees. Line of credit accounts include draws made through the Company's line of credit products. Installment loans are longer-term multi-payment loans that generally require...

  • Page 73
    ... locations in the Company's retail services segment offering pawn lending, consumer lending, and other services as of December 31, 2013, 2012 and 2011. The Company's domestic retail services locations operate under the names "Cash America Pawn," "SuperPawn," "Cash America Payday Advance," "Cashland...

  • Page 74
    ...reducing the profitability and the volume of short-term consumer loans the Company offers to customers in Texas, and the Company has experienced a related decline in consumer loans in many of the Company's Texas retail services locations that offer this product as their primary source of revenue. As...

  • Page 75
    ...the CFPB's review, the Company is in the process of enhancing its compliance management programs and implementing additional procedures to address the issues identified by the CFPB. The Company is also required to provide periodic reports to the CFPB. For further discussion of the CFPB, see "Item 1A...

  • Page 76
    ...in lower collections on loans made by the Company and a decrease in the number of customers that it is able to approve. In addition, on December 18, 2013, the United Kingdom passed the Financial Services (Banking Reform) Act, which includes an amendment that requires the FCA to introduce rules "with...

  • Page 77
    ... plan and strategy of the Company's Mexico-based pawn operations, which comprise the foreign component of its retail services segment. The Company reorganized these operations to include only full-service pawn locations that offer pawn loans based on the pledge of general merchandise and jewelry...

  • Page 78
    ... financial statements and the reported amounts of revenue and expenses during the reporting periods. On an on-going basis, management evaluates its estimates and judgments, including those related to revenue recognition on pawn loan fees and service charges and consumer loan fees, allowance...

  • Page 79
    .... The Company allows for normal payment processing time before considering a loan delinquent but does not provide for any additional grace period. Where permitted by law and as long as a loan is not considered delinquent, a customer may choose to renew a short-term loan or installment loan or extend...

  • Page 80
    ... recent default trends for current loans. For delinquent short-term loans, the allowance or liability is based on a six-month rolling average of loss rates by stage of collection. For line of credit accounts and installment loan portfolios, the Company generally uses a migration analysis to estimate...

  • Page 81
    ... and non-marketable equity securities are held in "Prepaid expenses and other assets" in the consolidated balance sheets. The Company also holds marketable securities related to its nonqualified deferred compensation plans for certain employees. See "Item 8. Financial Statements and Supplementary...

  • Page 82
    ... of a tax position may be recognized in the consolidated financial statements and prescribes how such benefit should be measured. Management must evaluate tax positions taken on the Company's tax returns for all periods that are open to examination by taxing authorities and make a judgment as to...

  • Page 83
    ...of pawn loan fees and service charges and the net proceeds from the disposition of merchandise, decreased 5.7%, or $29.9 million, for 2013 compared to 2012. The decrease in pawn related net revenue was primarily due to a reduction in proceeds from the disposition of gold through commercial sales and...

  • Page 84
    ... to investors in order to allow them to compare the Company's financial results during the periods shown without the effect of these income and expense items. See "Recent Developments" section above for additional information regarding the income and expense items noted above during 2013 and 2012...

  • Page 85
    ..., 2013 E-Commerce Corporate % of % of Amount Total Amount Total 99.7 % -% -% -% Pawn loan fees and service charges Proceeds from disposition of merchandise, net of cost of disposed merchandise Pawn related Consumer loan fees, net of loss provision Other revenue Net revenue Retail Services % of...

  • Page 86
    ... was partially offset by a decrease in consumer loan net revenue in the Company's retail services segment. Pawn-related net revenue accounted for 48.0% and 52.3% of total consolidated net revenue in 2013 and 2012, respectively. Pawn-related net revenue decreased $29.9 million, to $496.6 million in...

  • Page 87
    ... to Cash America International, Inc. Adjustments (net of tax): Texas Consumer Loan Store Closures(b) Loss on Debt Extinguishment(c) Regulatory Penalty(d) 2013 Litigation Settlement(e) Tax benefit related to Creazione Deduction(f) Charges related to withdrawn proposed Enova IPO(g) Charges related to...

  • Page 88
    ... items. The computation of adjusted EBITDA as presented below may differ from the computation of similarly-titled measures provided by other companies (dollars in thousands): Year Ended December 31, Net income attributable to Cash America International, Inc. $ Adjustments: Texas Consumer Loan Store...

  • Page 89
    ... from forfeited pawn loans, as well as the sale of merchandise acquired from customers directly or from third parties. The following table sets forth selected data related to the Company's pawn lending activities as of and for the years ended December 31, 2013 and 2012 (dollars in thousands...

  • Page 90
    ...cost basis in the pawn loan or the amount paid for purchased merchandise. Retail sales include the sale of jewelry and general merchandise direct to consumers through the Company's domestic and foreign retail services locations or over the internet through auction and other similar sites. Commercial...

  • Page 91
    ... gross profit margin from commercial dispositions, which was 19.7% in 2013 compared to 26.1% in 2012, was mainly due to a lower volume of gold sold and a decrease in the market price of gold sold. In future periods, management expects the ratio of commercial sales to total sales to remain...

  • Page 92
    ... in consumer loan demand in the Company's retail services locations and the Texas Consumer Loan Store Closures. See "General-Recent Developments-2013 Business Developments-Closure of Short-term Consumer Loan Retail Service Locations in Texas" for further discussion. Consumer loan fees from the...

  • Page 93
    ...December 31, 2012, primarily due to increased demand for line of credit and installment loan products from the e-commerce segment in both domestic and foreign markets, partially offset by a decrease in demand for short-term loans in the retail services and e-commerce segments. Management expects the...

  • Page 94
    ...rate of growth in short-term consumer loans written and renewed than historically reported, as installment loans and line of credit balances comprise a greater percentage of consumer loans due to customers' preference for these products over the Company's short-term consumer loan product. Management...

  • Page 95
    ...Short-term loans Line of credit accounts Installment loans Total Domestic Foreign Short-term loans Line of credit accounts Installment loans Total Foreign Total E-Commerce Total number of consumer loans written and renewed (a) (b) 2012 Company Owned(a) Guaranteed by the Company(a)(b) Guaranteed by...

  • Page 96
    ... 2013. This decrease was partially offset by an increase in installment loans, which have a higher average loan amount relative to short-term loans. Consumer Loans Written to New and Existing Customers in the E-commerce Segment For its e-commerce segment, the Company measures the amount and number...

  • Page 97
    ... 2012, primarily due to improved performance of the consumer loan portfolios, partially related to the maturing of the Company's product offerings, such as installment loans and line of credit accounts, to include a higher percentage of customers with established payment histories in the e-commerce...

  • Page 98
    ... loans, which decreased the volume of consumer loans written and renewed during 2013. Management believes that this trend will continue for the foreseeable future, due to customers' preference for the Company's line of credit and installment loan products over its short-term consumer loan product...

  • Page 99
    ... programs, which are not included in the Company's financial statements Non-GAAP measure. 2012 Short-term consumer loans: Consumer loan loss provision Charge-offs (net of recoveries) Short-term consumer loans written and renewed:(a) Company owned Guaranteed by the Company(b) Combined consumer loans...

  • Page 100
    ...-term loan products. Another factor contributing to the higher rate of losses as a percentage of consumer loan fees is that the loan yield for line of credit accounts is typically lower than the shortterm loan products offered by the Company. The following table includes information related only...

  • Page 101
    ... in the first quarter for these loans as it experiences with short-term loans and to a lesser extent, line of credit accounts. Consumer loan loss provision as a percentage of consumer loan fees are generally higher for the installment loan product than for other loan products because the highest...

  • Page 102
    ... through the CSO programs, which are not included in the Company's financial statements. Non-GAAP measure. 2012 Installment loans: Consumer loan loss provision Charge-offs (net of recoveries) Installment loan average loan balance:(a) Company owned Guaranteed by the Company(b) Combined average...

  • Page 103
    ... 50% to the e-commerce segment. Other decreases in other expenses were primarily due to decreased collection costs in 2013 as a result of a decrease in loans written, lower processing charges related to the disposition of commercial merchandise and lower underwriting costs related to a decrease in...

  • Page 104
    ... losses in the Company's Mexico-based pawn operations, which were taxed at a lower rate than the domestic operations. Given the significance of the one-time items that affected the 2013 effective tax rate, that rate should not be viewed as indicative of the effective tax rate for future periods. 79

  • Page 105
    ...the noncontrolling interest changed by $6.1 million in 2013 from a net loss attributable to the noncontrolling interest of $5.8 million in 2012 to net income attributable to the noncontrolling interest of $0.3 million in 2013, primarily due to the Company's purchase of the outstanding shares held by...

  • Page 106
    ...services Consolidated merchandise balance, net $ $ $ $ 240,573 4,067 244,640 161,655 5,754 167,409 % Change 0.9 % (73.1)% (3.5)% 6.9 % (45.8)% 3.4 % 2012 Pawn loan fees and service charges Domestic retail services Foreign retail services Consolidated pawn loan fees and service charges Average pawn...

  • Page 107
    ... rate in some markets. In addition, pawn loan balances throughout 2012 were lower due to a shortening of the maximum loan term from 90 to 60 days in certain locations in late 2011. This change contributed to the higher annualized loan yields as customer payments of pawn loan fees and service...

  • Page 108
    ... was mainly due to lower volumes of gold sold and a higher average cost of gold sold relative to a smaller increase in the market price per ounce of gold sold in both domestic and foreign operations. The table below summarizes the age of merchandise held for disposition related to the Company's pawn...

  • Page 109
    ... customers to existing customers and the mix of short-term, line of credit accounts and installment loan products in the Company's domestic and foreign operations. The installment loan portfolio and line of credit account portfolios tend to have higher loss rates because installment loans generally...

  • Page 110
    ... 31, 2012 Company Owned(a) Ending consumer loan balances: Retail Services Short-term loans Installment loans Total Retail Services, gross E-Commerce Domestic Short-term loans Line of credit accounts Installment loans Total Domestic, gross Foreign Short-term loans Installment loans Total Foreign...

  • Page 111
    ... loans Total Retail Services E-Commerce Domestic Short-term loans Line of credit accounts Installment loans Total Domestic Foreign Short-term loans Installment loans Total Foreign Total E-Commerce Total number of consumer loans written and renewed (a) 2011 Company Owned(a) Guaranteed by the Company...

  • Page 112
    ... loan by product for 2012 compared to 2011: Year Ended December 31, 2011 2012 Average amount per consumer loan (in ones)(a) Retail Services Short-term loans Installment loans E-Commerce Domestic Short-term loans Line of credit accounts(b) Installment loans Foreign Short-term loans Installment loans...

  • Page 113
    ... financial statements. Loans guaranteed by the Company represent loans originated by third-party lenders through the CSO programs. Consumer Loan Loss Experience The allowance and liability for estimated losses as a percentage of combined consumer loans and fees receivable increased to 20.3% in 2012...

  • Page 114
    ... Product Management evaluates loss rates for all of its consumer loan products to determine credit quality and evaluate trends. For short-term loans, the Company evaluates consumer loan losses as a percentage of combined consumer loans written and renewed. For line of credit accounts and installment...

  • Page 115
    The following table includes information related only to the Company's short-term consumer loan product and shows the Company's loss experience trends for short-term consumer loans for 2012 and 2011 (dollars in thousands): 2012 Short-term consumer loans: Consumer loan loss provision Charge-offs (net...

  • Page 116
    ...contributing to the higher rate of losses as a percentage of fees is that the loan yield for line of credit accounts is typically lower than the short-term loan products offered by the Company. The following tables include information related only to the Company's line of credit product and show the...

  • Page 117
    ... loan products and line of credit accounts. Another factor contributing to the higher rate of losses as a percentage of fees is that the loan yield for installment loans is typically lower than the short-term loan products offered by the Company. The following tables include information related...

  • Page 118
    ... consumer loan balance for installment loans. Represents loans originated by third-party lenders through the CSO programs, which are not included in the Company's financial statements. Non-GAAP measure. Total Expenses The table below shows total expense by segment, for corporate operations and...

  • Page 119
    ..., $2.5 million and $2.6 million, respectively. The remaining increase was mainly due to additional depreciation expenses associated with the Company's new proprietary domestic point-of-sale system, locations acquired in late 2011 and 2012, and normal facility upgrades and remodels. Depreciation and...

  • Page 120
    ... 4.8% in 2012 from 4.9% in 2011. Income Taxes The Company's effective tax rate was 45.4% in 2012 compared to 37.9% in 2011. During 2012, the Company recorded a deferred tax asset of $9.3 million related to the Company's excess tax basis over its basis for financial reporting purposes in the stock of...

  • Page 121
    ... pawn operations, $0.5 million related to the net deferred tax assets in Mexico generated by the e-commerce segment, and $9.3 million related to the deferred tax asset associated with the Creazione stock basis difference. Without the effect of these items the Company's effective tax rate for 2012...

  • Page 122
    ... long-term unsecured bank line of credit or other long-term debt securities. As of December 31, 2013, 2012 and 2011, the Company was in compliance with all financial ratios, covenants and other requirements set forth in its debt agreements. A significant decline in demand for the Company's products...

  • Page 123
    ... 31, 2012 2011 2013 Cash provided by operating activities Cash used in investing activities Pawn activities Consumer loans Acquisitions Property and equipment additions Proceeds from sale of marketable securities Proceeds from sale of assets Investment in equity securities Other investing Total cash...

  • Page 124
    ... loan activities in 2013 compared to 2012, primarily as a result of growth in consumer loans written in the Company's e-commerce segment. Cash used by pawn lending activities increased by $36.0 million, primarily due to a decrease in the disposition of merchandise through commercial sales of gold...

  • Page 125
    ... the acquisition of a seven-store chain of pawn lending locations located in Tucson, Flagstaff and Yuma, Arizona. Consideration for these acquisitions was paid in cash and funded by available cash and through the Company's Domestic and Multi-Currency Line of Credit. See "Recent Developments-2012...

  • Page 126
    ... of Directors of the Company. Additionally, the Company used $5.6 million of cash for the purchase of the outstanding shares of minority interest shareholders associated with the Company's Mexico-based pawn operations. In August 2012, the Company issued and sold a total of $52.0 million in long-term...

  • Page 127
    ... due under long-term operating leases. See "Item 8. Financial Statements and Supplementary Data-Note 13" for further discussion of the Company's operating lease obligations. Share Repurchases On January 24, 2013, the Board of Directors of the Company authorized a new share repurchase program for...

  • Page 128
    ... Short-term loans that are guaranteed generally have terms of less than 90 days. Secured auto equity loans, which are included in the Company's installment loan portfolio, typically have an average term of less than 24 months, with available terms of up to 42 months. As of December 31, 2013 and 2012...

  • Page 129
    ...the notional amounts of forward currency exchange contracts as of December 31, 2013 and 2012, the total gains or losses recorded in 2013 and 2012, and sensitivity analysis of hypothetical 10% declines in the exchange rates of the currencies (U.S. dollars in thousands). Notional amount of outstanding...

  • Page 130
    ITEM 8. FINANCIAL STATEMENTS AND SUPPLEMENTARY DATA Index to Consolidated Financial Statements Report of Independent Registered Public Accounting Firm...110 Consolidated Balance Sheets - December 31, 2013 and 2012...Consolidated Statements of Income - Years Ended December 31, 2013, 2012 and 2011...

  • Page 131
    ...the related consolidated statements of income, comprehensive income, equity, and cash flows present fairly, in all material respects, the financial position of Cash America International, Inc. and its subsidiaries (the "Company") at December 31, 2013 and 2012, and the results of their operations and...

  • Page 132
    CASH AMERICA INTERNATIONAL, INC. AND SUBSIDIARIES CONSOLIDATED BALANCE SHEETS (dollars in thousands, except per share data) December 31, 2013 2012 Assets Current assets: Cash and cash equivalents Restricted cash Pawn loans Consumer loans, net Merchandise held for disposition, net Pawn loan fees and ...

  • Page 133
    CASH AMERICA INTERNATIONAL, INC. AND SUBSIDIARIES CONSOLIDATED STATEMENTS OF INCOME (dollars in thousands, except per share data) Year Ended December 31, 2013 2012 2011 Revenue Pawn loan fees and service charges Proceeds from disposition of merchandise Consumer loan fees Other Total Revenue Cost of...

  • Page 134
    CASH AMERICA INTERNATIONAL, INC. AND SUBSIDIARIES CONSOLIDATED STATEMENTS OF COMPREHENSIVE INCOME (dollars in thousands) Year Ended December 31, 2013 2012 2011 Net income Other comprehensive gain (loss), net of tax: Unrealized derivatives gain(a) Foreign currency translation gain (loss)(b) ...

  • Page 135
    ... 31, 2012 Shares issued under stock-based plans Stock-based compensation expense Income tax benefit from stock-based compensation Redemption of convertible debt Net income attributable to Cash America International, Inc. Dividends paid Foreign currency translation gain (loss), net of tax Marketable...

  • Page 136
    ...equipment Proceeds from sale of marketable securities Proceeds from sale of assets Investment in equity securities Other investing activities Net cash used in investing activities Cash Flows from Financing Activities Net (payments) borrowings under bank lines of credit Issuance of long-term debt Net...

  • Page 137
    ... services organization and credit access business programs ("CSO programs" as further described below) that the Company guarantees. Line of credit accounts include draws made through the Company's line of credit products. Installment loans are longer-term multi-payment loans that generally require...

  • Page 138
    ... dates of the consolidated financial statements and the reported amounts of revenue and expenses during the reporting periods. On an on-going basis, management evaluates its estimates and judgments, including those related to revenue recognition on pawn loan fees and service charges, allowance for...

  • Page 139
    CASH AMERICA INTERNATIONAL, INC. AND SUBSIDIARIES NOTES TO CONSOLIDATED FINANCIAL STATEMENTS Pawn Loans and Pawn Loan Fees and Service Charges Receivable Pawn loans are short-term loans made on the pledge of tangible personal property. The maximum pawn loan amount is generally assessed as a ...

  • Page 140
    ... recent default trends for current loans. For delinquent short-term loans, the allowance or liability is based on a sixmonth rolling average of loss rates by stage of collection. For line of credit accounts and installment loan portfolios, the Company generally uses a migration analysis to estimate...

  • Page 141
    CASH AMERICA INTERNATIONAL, INC. AND SUBSIDIARIES NOTES TO CONSOLIDATED FINANCIAL STATEMENTS The allowance deducted from the carrying value of merchandise held for disposition amounted to $0.9 million at both December 31, 2013 and 2012, respectively. The Company offers customers a 30-day ...

  • Page 142
    ... and Australia. See Note 17. The Company may periodically enter into forward sale contracts with a major gold bullion bank to sell refined gold that is acquired in the normal course of business from the Company's liquidation of forfeited gold merchandise. These contracts are not accounted for as...

  • Page 143
    ... of the Company's retail services locations are included in operations expenses. Administration expenses include expenses related to corporate service functions, such as legal, occupancy, executive oversight, insurance and risk management, public and government relations, internal audit, treasury...

  • Page 144
    CASH AMERICA INTERNATIONAL, INC. AND SUBSIDIARIES NOTES TO CONSOLIDATED FINANCIAL STATEMENTS the level of performance that management estimates is the most probable outcome at the grant date. Throughout the requisite service period, management monitors the probability of achievement of the ...

  • Page 145
    ... 31, 2013, 2012 and 2011 (dollars and shares in thousands, except per share amounts): For the year ended December 31, 2013 Numerator: Net income attributable to Cash America International, Inc. Denominator: Total weighted average basic shares (a) Shares applicable to stock-based compensation...

  • Page 146
    ...in the statement of financial position or subject to an enforceable master netting arrangement. ASU 2013-01 requires retrospective disclosure for all comparative periods. ASU 2011-11 and ASU 2013-01 are effective for annual and interim reporting periods beginning January 1, 2013. The Company adopted...

  • Page 147
    ... Company's line of credit. The Company incurred approximately $0.6 million of acquisition costs related to the acquisition, which were expensed. The allocation of the purchase price for this acquisition is as follows (dollars in thousands): Pawn loans Merchandise acquired Pawn loan fees and service...

  • Page 148
    CASH AMERICA INTERNATIONAL, INC. AND SUBSIDIARIES NOTES TO CONSOLIDATED FINANCIAL STATEMENTS The allocation of the purchase price for this acquisition is as follows (dollars in thousands): Pawn loans Merchandise acquired Pawn loan fees and service charges receivable Property and equipment Goodwill ...

  • Page 149
    CASH AMERICA INTERNATIONAL, INC. AND SUBSIDIARIES NOTES TO CONSOLIDATED FINANCIAL STATEMENTS The allocation of the purchase price for this acquisition is as follows (dollars in thousands): Pawn loans Merchandise held for disposition Pawn loan fees and service charges receivable Property and ...

  • Page 150
    ...unpaid pawn loan, plus a yield on the investment, because the Company's pawn loans are non-recourse against the customer. In addition, the customer's creditworthiness does not affect the Company's financial position or results of operations. Generally, forfeited merchandise has historically sold for...

  • Page 151
    ... losses on the Company's guarantees of third-party lender-owned loans through the CSO programs for the years ended December 31, 2013, 2012 and 2011 were as follows (dollars in thousands): Year Ended December 31, 2013 Line of Short-term Credit Installment Loans Accounts Loans Allowance for losses...

  • Page 152
    CASH AMERICA INTERNATIONAL, INC. AND SUBSIDIARIES NOTES TO CONSOLIDATED FINANCIAL STATEMENTS Year Ended December 31, 2011 Line of Short-term Credit Installment Loans Accounts Loans Allowance for losses for Company-owned consumer loans: Balance at beginning of period Consumer loan loss provision ...

  • Page 153
    CASH AMERICA INTERNATIONAL, INC. AND SUBSIDIARIES NOTES TO CONSOLIDATED FINANCIAL STATEMENTS 7. Prepaid Expenses and Other Assets Prepaid expenses and other assets as of December 31, 2013 and 2012 were as follows (dollars in thousands): Nonqualified plan-related assets Marketable equity ...

  • Page 154
    ...075 334 $ 21,474 Non-competition agreements are amortized over the applicable terms of the contract from two to ten years. Customer relationships are generally amortized on a straight-line basis over three to ten years, based on the period over which economic benefits are provided. Trademarks are...

  • Page 155
    ... payroll and fringe benefits Accrued interest payable Accrual for consumer loan payments rejected for non-sufficient funds Deferred fees on third-party consumer loans Liability for losses on third-party lender-owned consumer loans Ohio Reimbursement Program(a) 2013 Litigation Settlement(a) Other...

  • Page 156
    ...of three pricing tranches with maturity dates ranging from two to 31 days. However, the Company routinely refinances borrowings pursuant to the terms of its Domestic and Multi-currency Line. Therefore, these borrowings are reported as part of the applicable line of credit and as long-term debt. 131

  • Page 157
    CASH AMERICA INTERNATIONAL, INC. AND SUBSIDIARIES NOTES TO CONSOLIDATED FINANCIAL STATEMENTS Variable Rate Senior Unsecured Notes When the Company originally entered into the Credit Agreement in connection with its Domestic and Multicurrency Line of Credit, it also entered into a $50.0 million term ...

  • Page 158
    CASH AMERICA INTERNATIONAL, INC. AND SUBSIDIARIES NOTES TO CONSOLIDATED FINANCIAL STATEMENTS In connection with the issuance of the 2018 Senior Notes, the Company incurred debt issuance costs of approximately $8.6 million in 2013, which primarily consisted of underwriting fees, legal and other ...

  • Page 159
    ... ratios. As of December 31, 2013, the Company was in compliance with all covenants or other requirements set forth in its debt agreements. As of December 31, 2013, required principal payments under the terms of the long-term debt, including the Company's line of credit, for each of the five years...

  • Page 160
    ... over book accrual of pawn loan fees and service charges Convertible debt Reserves for Ohio Reimbursement Program(a) Reserves for 2013 Litigation Settlement(a) Allowance for consumer loan losses Deferred compensation Net operating losses Deferred state credits Investment in Subsidiaries Other Total...

  • Page 161
    ...Creazione Deduction"). The Company believes that it meets the requirements for this deduction and that it should be treated as an ordinary loss, which has reduced the Company's cash taxes paid in 2013. The Company has obtained a Private Letter Ruling from the Internal Revenue Service with respect to...

  • Page 162
    ... rates Balance at December 31, 2013 1,021 (1,021) $ $ 2012 955 66 $ 1,021 $ 2011 1,082 (127) $ 955 $ During 2013, the statute of limitations expired related to the Mexico tax returns of Creazione for periods before it was acquired by the Company (pre-2008). As a result, in the third quarter...

  • Page 163
    ... Short-term loans that are guaranteed generally have terms of less than 90 days. Secured auto equity loans, which are included in the Company's installment loan portfolio, typically have an average term of less than 24 months, with available terms of up to 42 months. As of December 31, 2013 and 2012...

  • Page 164
    ... class action lawsuit in the State Court of Cobb County, Georgia against Georgia Cash America, Inc., Cash America International, Inc. (together with Georgia Cash America, Inc., "Cash America"), Daniel R. Feehan (the Company's chief executive officer), and several unnamed officers, directors, owners...

  • Page 165
    ... its retail services locations in Ohio, and if the Company is unable to continue making short-term loans under this law, it will alter its short-term loan product in Ohio. In addition, following the ruling by the Ninth District Court, four lawsuits were filed against the Company by customers in Ohio...

  • Page 166
    CASH AMERICA INTERNATIONAL, INC. AND SUBSIDIARIES NOTES TO CONSOLIDATED FINANCIAL STATEMENTS matters. As of December 31, 2013, the Company's remaining accrual for the Ohio Reimbursement Program was $0.3 million. 14. Equity Share Repurchases On January 24, 2013, the Company's Board of Directors ...

  • Page 167
    ... on July 1, 2012, the Enova International, Inc. 401(k) Savings Plan was established and is open to substantially all employees in the Company's e-commerce segment. The Cash America International, Inc. 401(k) Savings Plan remains open to substantially all other U.S. employees. New employees are...

  • Page 168
    ... 31, 2013 and 2012, the Company held securities in rabbi trusts to pay benefits under these plans. As of December 31, 2011, the rabbi trust for the Cash America International, Inc. Nonqualified Savings Plan also held shares of the Company's common stock. The securities other than Company stock are...

  • Page 169
    CASH AMERICA INTERNATIONAL, INC. AND SUBSIDIARIES NOTES TO CONSOLIDATED FINANCIAL STATEMENTS The fair values of the Company's derivative instruments as of December 31, 2013 and 2012 were as follows (dollars in thousands): Assets Non-designated derivatives: Forward currency exchange contracts ...

  • Page 170
    ... Weighted Average Exercise Shares Price 247,300 8.83 $ (48,400) 8.34 198,900 8.95 $ 198,900 8.95 $ Granted under the Cash America International, Inc. 1994 Long-Term Incentive Plan Income tax benefits realized from the exercise of stock options for the years ended December 31, 2012 and 2011 were...

  • Page 171
    CASH AMERICA INTERNATIONAL, INC. AND SUBSIDIARIES NOTES TO CONSOLIDATED FINANCIAL STATEMENTS As of December 31, 2013, the outstanding RSUs granted to Company officers and certain employees had original vesting periods ranging from one to 15 years. For executive officers of the Company, a portion of ...

  • Page 172
    .... The Company reports corporate operations separately from its retail services and e-commerce segment information. Corporate operations primarily include corporate expenses, such as legal, occupancy, executive oversight, insurance and risk management, public and government relations, internal audit...

  • Page 173
    CASH AMERICA INTERNATIONAL, INC. AND SUBSIDIARIES NOTES TO CONSOLIDATED FINANCIAL STATEMENTS The following tables contain operating segment data for the years ended December 31, 2013, 2012 and 2011 (dollars in thousands): Retail Services Domestic Year Ended December 31, 2013 Revenue Pawn loan fees ...

  • Page 174
    CASH AMERICA INTERNATIONAL, INC. AND SUBSIDIARIES NOTES TO CONSOLIDATED FINANCIAL STATEMENTS Retail Services Domestic Year Ended December 31, 2012 Revenue Pawn loan fees and service charges $ Proceeds from disposition of merchandise Consumer loan fees Other Total revenue Cost of revenue Disposed ...

  • Page 175
    CASH AMERICA INTERNATIONAL, INC. AND SUBSIDIARIES NOTES TO CONSOLIDATED FINANCIAL STATEMENTS Retail Services Domestic Year Ended December 31, 2011 Revenue Pawn loan fees and service charges $ Proceeds from disposition of merchandise Consumer loan fees Other Total revenue Cost of revenue Disposed ...

  • Page 176
    CASH AMERICA INTERNATIONAL, INC. AND SUBSIDIARIES NOTES TO CONSOLIDATED FINANCIAL STATEMENTS With respect to the e-commerce segment, the operations for the Company's domestic and foreign channels are primarily located within the United States, and the value of any long-lived assets located outside ...

  • Page 177
    ... 31, 2013 Financial assets: Cash and cash equivalents $ Pawn loans Short-term loans and line of credit accounts, net(a) Installment loans, net(a) Pawn loan fees and service charges receivable Total $ Financial liabilities: Liability for estimated losses on consumer loans guaranteed by the Company...

  • Page 178
    ... 31, 2012 Financial assets: Cash and cash equivalents $ Pawn loans Short-term loans and line of credit accounts, net(a) Installment loans, net(a) Pawn loan fees and service charges receivable Total $ Financial liabilities: Liability for estimated losses on consumer loans guaranteed by the Company...

  • Page 179
    ... plan and strategy of the Company's Mexico-based pawn operations, which comprise the foreign component of its retail services segment. The Company reorganized these operations to include only full-service pawn locations that offer pawn loans based on the pledge of general merchandise and jewelry...

  • Page 180
    CASH AMERICA INTERNATIONAL, INC. AND SUBSIDIARIES NOTES TO CONSOLIDATED FINANCIAL STATEMENTS The following table summarizes the charges recognized for the year ended December 31, 2012 related to the Mexico Reorganization (dollars in thousands): Type of expense Description Depreciation and ...

  • Page 181
    ... 3 in the fair value hierarchy as they are based on management's judgment about future cash flows. 24. Withdrawal of Proposed Initial Public Offering of Enova International, Inc. On September 15, 2011, Enova International, Inc. ("Enova"), filed a registration statement on Form S-1 ("Registration...

  • Page 182
    ... following is a summary of the quarterly results of operations for the years ended December 31, 2013 and 2012 (dollars in thousands, except per share data): First Quarter 2013: Total revenue Cost of revenue Net revenue Net income attributable to Cash America International, Inc.(a) Diluted net income...

  • Page 183
    ... is accumulated and communicated to management, including the Company's Chief Executive Officer and Chief Financial Officer, to allow timely decisions regarding required disclosures. There was no change in the Company's internal control over financial reporting during the quarter ended December 31...

  • Page 184
    ...assurance regarding the reliability of financial reporting and the preparation of financial statements for external purposes in accordance with generally accepted accounting principles. The Company's internal control over financial reporting includes those policies and procedures that (i) pertain to...

  • Page 185
    c ITEM 9B. OTHER INFORMATION None. 160

  • Page 186
    ...the Company's Secretary at Cash America International, Inc., 1600 West 7th Street, Fort Worth, Texas 76102. ITEM 11. EXECUTIVE COMPENSATION Information contained under the caption "Executive Compensation," "Board Structure, Corporate Governance Matters and Director Compensation-Director Compensation...

  • Page 187
    ...PART IV ITEM 15. EXHIBITS, FINANCIAL STATEMENT SCHEDULES The following consolidated financial statements and schedules are filed in Item 8 of Part II of this report: Financial Statements: Report of Independent Registered Public Accounting Firm Consolidated Balance Sheets - December 31, 2013 and 2012...

  • Page 188
    ...No. 2.1 Exhibit Description Asset Purchase Agreement dated June 20, 2013 by and among Cash America Pawn L.P. and TDP Superstores Corp. First Amendment dated July 25, 2013 to that certain Asset Purchase Agreement dated June 20, 2013 by and among Cash America Pawn L.P. and TDP Superstores Corp. Second...

  • Page 189
    ... 30, 1987 Articles of Amendment to the Articles of Incorporation of Cash America Investments, Inc. filed in the office of the Secretary of State of Texas on April 23, 1992 to change the Company's name to "Cash America International, Inc." Articles of Amendment to the Articles of Incorporation of the...

  • Page 190
    ..., National Association and certain lenders named therein Third Amendment to Credit Agreement dated as of May 10, 2013 among the Company, the Guarantors, Wells Fargo Bank, National Association and certain lenders named therein Standby Letter of Credit Agreement dated as of March 30, 2011 among the...

  • Page 191
    ... May 15, 2013, between the Company, the domestic subsidiaries of the Company as guarantors, Jeffries, LLC and JMP Securities LLC Executive Employment Agreement dated May 1, 2008 by and among the Company, Cash America Management L.P., a wholly-owned subsidiary of the Company ("Cash America Management...

  • Page 192
    ...Time Restricted Stock Unit Grant to David A. Fisher under the 2004 LTIP dated January 29, 2013 * Form of 2013 Long-Term Incentive Plan Award Agreement for Executive Officers under the 2004 LTIP * Form of 2013 Restricted Stock Unit Award Agreement for Directors under the 2004 LTIP * Form of 2012 Long...

  • Page 193
    ... Restricted Stock Unit Award Agreement for Directors under the 2004 LTIP * 2013 Long-Term Incentive Plan Award Agreement for the E-Commerce Division of the Company under the 2004 LTIP for an award of Performance Units to Chief Executive Officer - E-Commerce Division *(1) Cash America International...

  • Page 194
    ... Cash America International, Inc. 401(k) Savings Plan effective April 29, 2011 * Third Amendment to the Cash America International, Inc. 401(k) Savings Plan dated December 13, 2012 effective August 21, 2012* Letter Agreement between David A. Fisher and the Company dated January 29, 2013 * Executive...

  • Page 195
    ... Agreement between Cash America Pawn L.P., a subsidiary of the Company, and Dennis Weese dated January 11, 2014 * Subsidiaries of the Company Consent of PricewaterhouseCoopers LLP Certification of Chief Executive Officer Certification of Chief Financial Officer Certification of Chief Executive...

  • Page 196
    ... the years ended December 31, 2013, December 31, 2012 and December 31, 2011; (iv) Consolidated Statements of Equity at December 31, 2013, December 31, 2012 and December 31, 2011; (v) Consolidated Statements of Cash Flows for the years ended December 31, 2013, December 31, 2012 and December 31, 2011...

  • Page 197
    ...undersigned, thereunto duly authorized. CASH AMERICA INTERNATIONAL, INC. Date: March 3, 2014 By: /s/ DANIEL R. FEEHAN Daniel R. Feehan Chief Executive Officer and President Pursuant to the requirements of the Securities and Exchange Act of 1934, the report has been signed by the following persons...

  • Page 198
    ... dated March 3, 2014 appearing in this 2013 Annual Report on Form 10-K of Cash America International, Inc. also included an audit of the financial statement schedule listed in Item 15 of this Form 10-K. In our opinion, this financial statement schedule presents fairly, in all material respects, the...

  • Page 199
    c SCHEDULE II CASH AMERICA INTERNATIONAL, INC. AND SUBSIDIARIES VALUATION AND QUALIFYING ACCOUNTS For the Three Years Ended December 31, 2013 (dollars in thousands) Balance at Beginning of Period Charged to Expense Balance at End of Period Description Allowance for valuation of inventory Year ...

  • Page 200
    ...No. 2.1 Exhibit Description Asset Purchase Agreement dated June 20, 2013 by and among Cash America Pawn L.P. and TDP Superstores Corp. First Amendment dated July 25, 2013 to that certain Asset Purchase Agreement dated June 20, 2013 by and among Cash America Pawn L.P. and TDP Superstores Corp. Second...

  • Page 201
    ... 30, 1987 Articles of Amendment to the Articles of Incorporation of Cash America Investments, Inc. filed in the office of the Secretary of State of Texas on April 23, 1992 to change the Company's name to "Cash America International, Inc." Articles of Amendment to the Articles of Incorporation of the...

  • Page 202
    ..., National Association (1) First Amendment to Standby Letter of Credit Agreement dated as of May 10, 2013 among the Company and Wells Fargo Bank, National Association Note Purchase Agreement dated as of December 19, 2006 among the Company and the purchasers named therein for the issuance of the Form...

  • Page 203
    ... May 15, 2013, between the Company, the domestic subsidiaries of the Company as guarantors, Jeffries, LLC and JMP Securities LLC Executive Employment Agreement dated May 1, 2008 by and among the Company, Cash America Management L.P., a wholly-owned subsidiary of the Company ("Cash America Management...

  • Page 204
    ...Time Restricted Stock Unit Grant to David A. Fisher under the 2004 LTIP dated January 29, 2013 * Form of 2013 Long-Term Incentive Plan Award Agreement for Executive Officers under the 2004 LTIP * Form of 2013 Restricted Stock Unit Award Agreement for Directors under the 2004 LTIP * Form of 2012 Long...

  • Page 205
    ... Restricted Stock Unit Award Agreement for Directors under the 2004 LTIP * 2013 Long-Term Incentive Plan Award Agreement for the E-Commerce Division of the Company under the 2004 LTIP for an award of Performance Units to Chief Executive Officer - E-Commerce Division *(1) Cash America International...

  • Page 206
    ... Cash America International, Inc. 401(k) Savings Plan effective April 29, 2011 * Third Amendment to the Cash America International, Inc. 401(k) Savings Plan dated December 13, 2012 effective August 21, 2012* Letter Agreement between David A. Fisher and the Company dated January 29, 2013 * Executive...

  • Page 207
    ... Agreement between Cash America Pawn L.P., a subsidiary of the Company, and Dennis Weese dated January 11, 2014 * Subsidiaries of the Company Consent of PricewaterhouseCoopers LLP Certification of Chief Executive Officer Certification of Chief Financial Officer Certification of Chief Executive...

  • Page 208
    ... the years ended December 31, 2013, December 31, 2012 and December 31, 2011; (iv) Consolidated Statements of Equity at December 31, 2013, December 31, 2012 and December 31, 2011; (v) Consolidated Statements of Cash Flows for the years ended December 31, 2013, December 31, 2012 and December 31, 2011...

  • Page 209
    ... Carolina Cash America, Inc. of Tennessee Cash America, Inc. of Utah Cash America, Inc. of Virginia Cash America Internet Sales, Inc. Cash America of Missouri, Inc. Vincent's Jewelers and Loan, Inc. Cash America Pawn, Inc. of Ohio Cashland Financial Services, Inc. Strategic Receivable Management...

  • Page 210
    ...Debit Plus Technologies, LLC Debit Plus Payment Solutions, LLC Debit Plus Services, LLC Debit Plus S.A. de C.V. SOFOM ENR DP Labor Holdings, LLC Enova Online Services, Inc. Billers Acceptance Group, LLC Enova Financial Holdings, LLC CNU Online Holdings, LLC AEL Net Marketing, LLC AEL Net of Missouri...

  • Page 211
    ...Carolina, LLC CNU Technologies of Wisconsin, LLC CashEuroNet UK, LLC CashNet CSO of Maryland, LLC CashNetUSA of Florida, LLC CNU DollarsDirect Canada Inc. CNU DollarsDirect Inc. CNU DollarsDirect Lending Inc. DollarsDirect, LLC DollarsDirect Services Pty Limited Enova Brazil, LLC Enova International...

  • Page 212
    ...Solutions of Tennessee, LLC NC Financial Solutions of Texas, LLC NC Financial Solutions of Utah, LLC NC Financial Solutions of Virginia, LLC NC Financial Solutions of Wisconsin, LLC Express Cash International Corporation Florida Cash America, Inc. Georgia Cash America, Inc. Ohio Neighborhood Finance...

  • Page 213
    ... (No. 333-192279) of Cash America International, Inc. of our report dated March 3, 2014 relating to the consolidated financial statements and the effectiveness of internal control over financial reporting, which appears in this Form 10 K, for the year ended December 31, 2013. We also consent to the...

  • Page 214
    ... financial statements, and other financial information included in this report, fairly present in all material respects the financial condition, results of operations and cash flows of the registrant as of, and for, the periods presented in this report; The registrant's other certifying officer and...

  • Page 215
    ... financial statements, and other financial information included in this report, fairly present in all material respects the financial condition, results of operations and cash flows of the registrant as of, and for, the periods presented in this report; The registrant's other certifying officer and...

  • Page 216
    ... with the Annual Report of Cash America International, Inc. (the "Company") on Form 10-K for the year ended December 31, 2013, as filed with the Securities and Exchange Commission on the date hereof (the "Report"), I, Daniel R. Feehan, Chief Executive Officer and President of the Company, certify...

  • Page 217
    ... Annual Report of Cash America International, Inc. (the "Company") on Form 10-K for the year ended December 31, 2013, as filed with the Securities and Exchange Commission on the date hereof (the "Report"), I, Thomas A. Bessant, Jr., Executive Vice President and Chief Financial Officer of the Company...

  • Page 218

  • Page 219
    ... Counsel and Secretary Cash America International, Inc. David A. Fisher Chief Executive officer E-Commerce Division Enova International, Inc. Senior Vice Presidents Kirk Chartier Sr. Vice President - Chief Marketing officer - E-Commerce Division Mary l. Jackson Sr. Vice President - Corporate...

  • Page 220
    ...22, 2 014 9:00 AM Cash America International Building 1600 West 7th Street Fort Worth, Texas 76102 A copy of the Company's Annual Report to the Securities and Exchange Commission on Form 10-K can be obtained without charge upon written request to the office of Investor Relations. Transfer Agent and...

  • Page 221
    1600 West 7th Street Fort Worth, Texas 76102-2599 (817) 335-1100 www.cashamerica.com www.enova.com www.cashnetusa.com www.netcredit.com www.cashlandloans.com www.quickquid.co.uk www.quickquidflexcredit.co.uk www.poundstopocket.co.uk www.dollarsdirect.com.au www.dollarsdirect.ca www.mrpayroll.com