XML 28 R18.htm IDEA: XBRL DOCUMENT v3.23.3
Subsequent Events
6 Months Ended
Sep. 30, 2023
Subsequent Events [Abstract]  
Subsequent Events

Note 12. Subsequent Events

On November 13, 2023, the Company and Nicholas Financial, Inc., a Florida corporation (“Nicholas”) and an indirect wholly-owned subsidiary of the Company, entered into a Master Asset Purchase Agreement (the “Purchase Agreement”) with Westlake Services, LLC dba Westlake Financial, a California limited liability company (“Westlake”), pursuant to which the Company and Nicholas have agreed to sell, and Westlake has agreed to purchase from the Company and Nicholas, substantially all of the Company’s and Nicholas’

assets, consisting of Nicholas’ motor vehicle retail installment sale contracts and unsecured consumer loan contracts (collectively, the “Contracts”) and the accounts receivable related to such Contracts (collectively, the “Receivables”), for an aggregate purchase price of approximately $65.6 million or approximately $9.00 book value per share, subject to adjustment in accordance with the terms of the Purchase Agreement.

Westlake is an affiliate of Westlake Portfolio Management, LLC, a California limited liability company (“WPM”), and Nicholas entered into a Loan Servicing Agreement (the “Servicing Agreement”) with WPM on November 3, 2022, pursuant to which WPM commenced servicing of the Receivables under the Contracts in December 2022 and has continued such servicing to date. In connection with the Purchasing Agreement, the Company will cease loans originations, and WPM is expected to continue to service such Receivables for Nicholas until the closing of the transaction contemplated by the Purchase Agreement. In addition to other customary closing conditions, the closing under the Purchase Agreement is subject to the approval of the shareholders of the Company. Assuming closing of the transaction contemplated by the Purchase Agreement, the Company intends to explore strategic alternatives for the use of the net proceeds of the asset sale and seek to maximize the value of deferred tax assets available to the Company.

With the Board of Director’s decision and approval to sell the Contracts, a reassessment of the intent to hold the Contracts to maturity was made. The Contracts will be transferred from held for investments to held for sale for reporting purposes during the quarter ending December 31, 2023. The previously recorded allowance for credit losses will be reversed and the amortized cost basis of the finance receivables will be compared to the fair value of the finance receivables. The Company will establish a valuation allowance equal to the difference between the amortized cost basis and the fair value to carry the finance receivables at fair value until attainment of shareholder approval and the closing of the transaction. Absent approval, the Company will reassess its intent to sell the Contracts or to hold the Contracts to maturity, at which time they could be reclassified to held for investment.