Acquisitions

12 Months Ended

Dec. 31, 2023

ACQUISITIONS

2023 Pawn Acquisitions

Consistent with the Company’s strategy to continue its expansion of pawn stores in selected markets, during 2023, the Company acquired 91 pawn stores in the U.S. in eight separate transactions and acquired two pawn licenses that were used to open two new pawn stores in the state of Nevada. The aggregate purchase price for these acquisitions totaled $178.6 million, net of cash acquired and subject to future post-closing adjustments. The aggregate purchase price was composed of $178.0 million in cash paid during 2023, which included the repayment and extinguishment of $59.7 million of debt of the acquired businesses at closing and remaining short-term amounts payable to certain of the sellers of $0.6 million. During 2023, the Company also paid $3.3 million of purchase price amounts payable related to prior-year pawn acquisitions.

The purchase price of each of the 2023 acquisitions was allocated to assets acquired and liabilities assumed based upon the estimated fair values at the date of acquisition. The excess purchase price over the estimated fair value of the net assets acquired has been recorded as goodwill. The goodwill arising from these acquisitions consists largely of the synergies and economies of scale expected from combining the operations of the Company and the pawn stores acquired. These acquisitions were not material individually or in the aggregate to the Company’s consolidated financial statements.

The estimated fair value of the assets acquired and liabilities assumed are preliminary, as the Company is gathering information to finalize the valuation of these assets and liabilities. The preliminary allocation of the aggregate purchase price for these individually immaterial pawn store acquisitions during 2023 (the “2023 Pawn Acquisitions”) is as follows (in thousands):


	2023 Pawn Acquisitions
Pawn loans	$	27,715
Accounts receivable	3,328

Inventories	17,090
Prepaid expenses and other current assets	996
Property and equipment	2,986
Operating lease right of use asset	20,597
Goodwill (1)	127,239
Intangible assets	4,410
Other non-current assets	280
Current liabilities	(5,467)

Lease liability	(20,597)

Aggregate purchase price	$	178,577

(1)Substantially all of the goodwill is expected to be deductible for U.S. income tax purposes.

The results of operations for the 2023 Pawn Acquisitions have been consolidated since the respective acquisition dates. During 2023, revenue from the 2023 Pawn Acquisitions was $40.7 million and the earnings from the 2023 Pawn Acquisitions since the acquisition dates (including $6.1 million of transaction costs, net of tax) was approximately $1.1 million. Transaction costs associated with the 2023 Pawn Acquisitions were expensed as incurred and are presented in the consolidated statements of income as merger and acquisition expenses. These expenses include investment banking, legal, accounting and other related third-party costs. Unaudited pro forma financial information reflecting the consolidated results of operations of the Company as if the 2023 Pawn Acquisitions had occurred on January 1, 2022 has not been presented as the 2023 Pawn Acquisitions were not significant in relation to the Company’s consolidated financial position or results of operations.

2022 Pawn Acquisitions

During 2022, the Company acquired 30 pawn stores in the U.S. in six separate transactions and one store in Guatemala in a separate transaction. The aggregate purchase price for these acquisitions totaled $73.0 million, net of cash acquired. The aggregate purchase price was composed of $69.6 million in cash paid at closing and remaining short-term amounts payable to certain of the sellers of approximately $3.4 million.