crmt20240731

crmt20240731_10q.htm

UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

Washington, D.C. 20549

FORM 10-Q

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

For the quarterly period ended July 31, 2024

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

For the transition period from ________ to ________

Commission file number: 0-14939

AMERICA’S CAR-MART, INC.

(Exact name of registrant as specified in its charter)

Texas	63-0851141
(State or other jurisdiction of incorporation or organization)	(I.R.S. Employer Identification No.)

1805 North 2nd Street, Suite 401, Rogers, Arkansas 72756

(Address of principal executive offices) (zip code)

(479) 464-9944

(Registrant’s telephone number, including area code)

Securities registered pursuant to Section 12(b) of the Act:

Title of each class	Trading Symbol(s)	Name of each exchange on which registered
Common Stock, par value $0.01 per share	CRMT	NASDAQ Global Select Market

Indicate by check mark whether the registrant: (1) has filed all reports required to be filed by Section 13 or 15(d) of the Securities Exchange Act of 1934 during the preceding 12 months (or for such shorter period that the registrant was required to file such reports), and (2) has been subject to such filing requirements for the past 90 days. Yes ☒ No ☐

Indicate by check mark whether the registrant has submitted electronically every Interactive Data File required to be submitted pursuant to Rule 405 of Regulation S-T during the preceding 12 months (or for such shorter period that the registrant was required to submit such files).

Yes ☒ No ☐

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

Large accelerated filer ☐	Accelerated filer ☒
Non-accelerated filer ☐	Smaller reporting company ☐	Emerging growth company ☐

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

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

Indicate the number of shares outstanding of each of the issuer’s classes of common stock, as of the latest practicable date.

Title of Each Class	Outstanding at September 12, 2024
Common stock, par value $.01 per share	6,396,757

AMERICA’S CAR-MART, INC.

TABLE OF CONTENTS

			Page
			No.
PART I.	FINANCIAL INFORMATION
	Item 1.	Financial Statements	3
		Condensed Consolidated Balance Sheets (Unaudited) – July 31, 2024 and April 30, 2024	3
		Condensed Consolidated Statements of Operations (Unaudited) – Three Months Ended July 31, 2024 and 2023	4
		Condensed Consolidated Statements of Cash Flows (Unaudited) – Three Months Ended July 31, 2024 and 2023	5
		Condensed Consolidated Statements of Equity (Unaudited) – Three Months Ended July 31, 2024	6
		Condensed Consolidated Statements of Equity (Unaudited) – Three Months Ended July 31, 2023	7
		Notes to Consolidated Financial Statements (Unaudited)	8
	Item 2.	Management’s Discussion and Analysis of Financial Condition and Results of Operations	24
	Item 3.	Quantitative and Qualitative Disclosures about Market Risk	34
	Item 4.	Controls and Procedures	34

PART II.	OTHER INFORMATION
	Item 1.	Legal Proceedings	35
	Item 1A.	Risk Factors	35
	Item 2.	Unregistered Sales of Equity Securities and Use of Proceeds	35
	Item 3.	Defaults Upon Senior Securities	35
	Item 4.	Mine Safety Disclosure	35
	Item 5.	Other Information	35
	Item 6.	Exhibits	36

SIGNATURES			37

Part I. FINANCIAL INFORMATION

Item 1. Financial Statements

America’s Car-Mart, Inc.

Condensed Consolidated Balance Sheets (Unaudited)

July 31, 2024 and April 30, 2024

(Dollars in thousands except share and per share amounts)	July 31, 2024		April 30, 2024
Assets:	(Unaudited)
Cash and cash equivalents	$	4,748	$	5,522
Restricted cash		93,873		88,925
Accrued interest on finance receivables		7,507		6,907
Finance receivables, net		1,126,271		1,098,591
Inventory		114,548		107,470
Income tax receivable, net		938		2,958
Prepaid expenses and other assets		33,071		31,276
Right-of-use asset		67,625		61,185
Goodwill		22,896		14,449
Property and equipment, net		59,793		60,361
Total Assets	$	1,531,270	$	1,477,644

Liabilities, mezzanine equity and equity:
Liabilities:
Accounts payable	$	35,582	$	21,379
Deferred accident protection plan revenue		52,041		51,836
Deferred service contract revenue		69,651		68,945
Accrued liabilities		32,547		27,828
Deferred income tax liabilities, net		16,866		17,808
Lease liability		70,690		64,250
Notes payable, net		597,494		553,629
Revolving line of credit, net		184,846		200,819
Total liabilities		1,059,717		1,006,494

Commitments and contingencies (Note J)

Mezzanine equity:
Mandatorily redeemable preferred stock		400		400

Equity:
Preferred stock, par value $.01 per share, 1,000,000 shares authorized; none issued or outstanding		-		-
Common stock, par value $.01 per share, 50,000,000 shares authorized; 13,729,504 and 13,727,013 issued at July 31, 2024 and April 30, 2024, respectively, of which 6,396,757 and 6,394,675 were outstanding at July 31, 2024 and April 30, 2024, respectively		137		137