upbd-20230331

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 March 31, 2023


☐			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: 001-38047

Upbound Group, Inc.

(Exact name of registrant as specified in its charter)


Delaware						45-0491516
(State or other jurisdiction of						(I.R.S. Employer
incorporation or organization)						Identification No.)

5501 Headquarters Drive

Plano, Texas 75024

(Address, including zip code of registrant’s principal executive offices)

Registrant’s telephone number, including area code: 972-801-1100

Not Applicable

(Former name, former address and former fiscal year, if changed since last report)

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

Title of each class

Trading Symbol

Name of each exchange on which registered

Common stock, $.01 par value

UPBD

The Nasdaq Stock 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 (§232.405 of this chapter) 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, 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 ☒

If securities are registered pursuant to Section 12(b) of the Act, indicate by check mark whether the financial statements of the registrant included in the filing reflect the correction of an error to previously issued financial statements. ☐

Indicate by check mark whether any of these error corrections are restatements that require a recovery analysis of incentive-based compensation received by any of the registrant's executive officers during the relevant recovery period pursuant to §240 10D-1(b). ☐

Indicate the number of shares outstanding of each of the issuer’s classes of common stock, as of April 27, 2023:


Class						Outstanding
Common stock, $.01 par value						55,933,492

TABLE OF CONTENTS



		Page No.
PART I.	FINANCIAL INFORMATION

Item 1.	Condensed Consolidated Financial Statements

	Condensed Consolidated Statements of Operations for the three-month periods ended March 31, 2023 and 2022	1

	Condensed Consolidated Statements of Comprehensive Income (Lo ss) for the three-month periods ended March 31, 2023 and 2022	2

	Condensed Consolidated Balance Sheets as of March 31, 2023 and December 31, 2022	3

	Condensed Consolidated Statement s of Stockholders ' Equity for the three-month periods ending March 31, 2023 and 2022	4

	Condensed Consolidated Statements of Cash Flows for the three-month periods ended March 31, 2023 and 2022	5

	Notes to Condensed Consolidated Financial Statements	6



Item 2.	Management's Discussion and Analysis of Financial Condition and Results of Operations	20

Item 3.	Quantitative and Qualitative Disclosures About Market Risk	32

Item 4.	Controls and Procedures	32

PART II.	OTHER INFORMATION



Item 1.	Legal Proceedings	32

Item 1A.	Risk Factors	32

Item 2.	Unregistered Sales of Equity Securities and Use of Proceeds	32

Item 3.	Defaults Upon Senior Securities	33

Item 4.	Mine Safety Disclosures	33

Item 5.	Other Information	33

Item 6.	Exhibits	34

SIGNATURES

Item 1. Condensed Consolidated Financial Statements.

UPBOUND GROUP, INC. AND SUBSIDIARIES

CONDENSED CONSOLIDATED STATEMENTS OF OPERATIONS

(Unaudited)


	Three Months Ended March 31,
		2023		2022
(in thousands, except per share data)
Revenues
Store
Rentals and fees		$	806,717	$	883,047
Merchandise sales		162,989		232,881
Installment sales		15,847		17,089
Other		1,445		1,290
Total store revenues		986,998		1,134,307
Franchise
Merchandise sales		22,827		18,521
Royalty income and fees		6,236		6,894
Total revenues		1,016,061		1,159,722
Cost of revenues
Store
Cost of rentals and fees		297,146		338,633
Cost of merchandise sold		184,260		250,331
Cost of installment sales		5,619		5,921
Total cost of store revenues		487,025		594,885

Franchise cost of merchandise sold		22,772		18,742
Total cost of revenues		509,797		613,627
Gross profit		506,264		546,095
Operating expenses
Store expenses
Labor		156,489		166,603
Other store expenses		196,711		227,369
General and administrative expenses		47,726		56,403
Depreciation and amortization		12,881		14,529
Other charges		127,570		70,148

Total operating expenses		541,377		535,052
Operating (loss) profit		(35,113)		11,043

Interest expense		28,100		18,970
Interest income		(420)		(45)
Loss before income taxes		(62,793)		(7,882)
Income tax benefit		(110,123)		(3,645)
Net earnings (loss)		$	47,330	$	(4,237)
Basic earnings (loss) per common share		$

SEC Form 10-Q filed by Rent-A-Center Inc.