Upbound Group Q3 2026 earnings rise to $34.3M
Operating cash flow for the first nine months was $457.1 million, compared with $264.0 million in the same period of 2025.
Sentiment and the balance of points
Rhea-AI Sentiment reads the wording of the document, how positive or negative its language is on a 1 to 5 scale. The balance of points shown with the takes weighs what the document actually discloses, so the two can disagree, for example when a trial that missed its main goal is described in upbeat language.
Upbound Group, Inc. (UPBD) reported third-quarter 2026 revenue of $1.146 billion, compared with $1.165 billion a year earlier. Net earnings were $34.3 million versus $13.2 million, diluted earnings per share were $0.58 versus $0.22, and operating profit was $71.2 million versus $52.8 million. Brigit subscription and fee revenue was $78.8 million, compared with $57.7 million.
For the nine months ended September 30, 2026, revenue was $3.529 billion versus $3.499 billion, net earnings were $91.6 million versus $53.5 million, and operating cash flow was $457.1 million versus $264.0 million. Cash and cash equivalents were $125.1 million as of September 30, 2026; senior debt, net was $902.1 million, compared with $1.126 billion as of December 31, 2025. Upbound closed 69 Rent-A-Center stores under a store-footprint plan initiated in the second quarter, recording $9.9 million in associated charges. It also paid the first $37.5 million installment of Brigit deferred consideration during the nine-month period.
How this balance works
Rhea-AI gives every point it takes from this document a weight. Minor counts 1, Moderate 3 and Major 9, so one Major point outweighs several Minor ones. The bar adds up the weights on each side, and when neither side holds more than 65% of the total the balance reads Mixed.
It reads the document as published, with the same rules for every company, and it does not look at what the market expected or at how the stock traded, so a point can be objectively good on a day the stock falls.
Rhea-AI Sentiment measures something else, the tone of the wording.
Positive
- Moderate pointThird-quarter net earnings rose to $34.3 million from $13.2 million.
- Moderate pointNine-month operating cash flow reached $457.1 million, versus $264.0 million.
Negative
- None.
Filing Explained
The filing reports estimated losses linked to fraudulent lease-to-own contracts after certain cyber incidents.
At
The facility allows borrowing, repayment and reborrowing until
The company says that, following certain cyber incidents, it believes customer information and other documents were used to facilitate fraudulent lease-to-own agreements; it reported incremental estimated contract losses for the nine months ended
Key Figures
Key Terms
lease-to-own agreements financial
allowance for doubtful accounts financial
borrowing base financial
Term SOFR financial
FAQ
AI-generated questions and answers. How Rhea-AI works. Not financial advice.
How much revenue did UPBD report in Q3 2026?
How much did UPBD earn in Q3 2026?
What dividend did UPBD declare for the third quarter of 2026?
When are the remaining Brigit deferred consideration installments due?
AI-generated analysis. How Rhea-AI works. Not financial advice.
UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
Form
(Mark One) |
|
QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 |
|
For the quarterly period ended
or
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:
(Exact name of registrant as specified in its charter)
|
||
(State or other jurisdiction of |
|
(I.R.S. Employer |
incorporation or organization) |
|
Identification No.) |
|
||
(Address of principal executive offices) |
|
(Zip Code) |
(
(Registrant’s telephone number, including area code)
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(s) |
Name of each exchange on which registered |
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.
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).
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.
☒ |
|
|
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 October 22, 2026:
Class |
|
Outstanding |
Common stock, $.01 par value |
|
TABLE OF CONTENTS
|
|
Page No. |
PART I. |
FINANCIAL INFORMATION |
|
|
|
|
Item 1. |
Condensed Consolidated Financial Statements |
1 |
|
|
|
|
Condensed Consolidated Statements of Operations for the three-month and nine-month periods ended September 30, 2026 and 2025 |
1 |
|
|
|
|
Condensed Consolidated Statements of Comprehensive Income for the three-month and nine-month periods ended September 30, 2026 and 2025 |
2 |
|
|
|
|
Condensed Consolidated Balance Sheets as of September 30, 2026 and December 31, 2025 |
3 |
|
|
|
|
Condensed Consolidated Statements of Stockholders’ Equity for the nine-month periods ended September 30, 2026 and 2025 |
4 |
|
|
|
|
Condensed Consolidated Statements of Cash Flows for the nine-month periods ended September 30, 2026 and 2025 |
6 |
|
|
|
|
Notes to Condensed Consolidated Financial Statements |
7 |
|
|
|
Item 2. |
Management’s Discussion and Analysis of Financial Condition and Results of Operations |
24 |
|
|
|
Item 3. |
Quantitative and Qualitative Disclosures About Market Risk |
38 |
|
|
|
Item 4. |
Controls and Procedures |
39 |
|
|
|
PART II. |
OTHER INFORMATION |
|
|
|
|
Item 1. |
Legal Proceedings |
40 |
|
|
|
Item 1A. |
Risk Factors |
40 |
|
|
|
Item 2. |
Unregistered Sales of Equity Securities and Use of Proceeds |
40 |
|
|
|
Item 3. |
Defaults Upon Senior Securities |
40 |
|
|
|
Item 4. |
Mine Safety Disclosures |
40 |
|
|
|
Item 5. |
Other Information |
40 |
|
|
|
Item 6. |
Exhibits |
40 |
|
|
|
SIGNATURES |
42 |
|
i
Item 1. Condensed Consolidated Financial Statements.
UPBOUND GROUP, INC. AND SUBSIDIARIES
CONDENSED CONSOLIDATED STATEMENTS OF OPERATIONS
(Unaudited)
|
|
Three Months Ended September 30, |
|
|
Nine Months Ended September 30, |
|
||||||||||
|
|
2026 |
|
|
2025 |
|
|
2026 |
|
|
2025 |
|
||||
(in thousands, except per share data) |
|
|
|
|
|
|
|
|
|
|
|
|
||||
Revenues |
|
|
|
|
|
|
|
|
|
|
|
|
||||
Rentals and fees |
|
$ |
|
|
$ |
|
|
$ |
|
|
$ |
|
||||
Merchandise sales |
|
|
|
|
|
|
|
|
|
|
|
|
||||
Subscriptions and fees |
|
|
|
|
|
|
|
|
|
|
|
|
||||
Other |
|
|
|
|
|
|
|
|
|
|
|
|
||||
Total revenues |
|
|
|
|
|
|
|
|
|
|
|
|
||||
Cost of revenues |
|
|
|
|
|
|
|
|
|
|
|
|
||||
Cost of rentals and fees |
|
|
|
|
|
|
|
|
|
|
|
|
||||
Cost of merchandise sold |
|
|
|
|
|
|
|
|
|
|
|
|
||||
Cost of subscriptions and fees |
|
|
|
|
|
|
|
|
|
|
|
|
||||
Total cost of revenues |
|
|
|
|
|
|
|
|
|
|
|
|
||||
Gross profit |
|
|
|
|
|
|
|
|
|
|
|
|
||||
Operating expenses |
|
|
|
|
|
|
|
|
|
|
|
|
||||
Operating labor |
|
|
|
|
|
|
|
|
|
|
|
|
||||
Non-labor operating expenses |
|
|
|
|
|
|
|
|
|
|
|
|
||||
General and administrative expenses |
|
|
|
|
|
|
|
|
|
|
|
|
||||
Depreciation and amortization |
|
|
|
|
|
|
|
|
|
|
|
|
||||
Other gains and charges |
|
|
|
|
|
|
|
|
|
|
|
|
||||
Total operating expenses |
|
|
|
|
|
|
|
|
|
|
|
|
||||
Operating profit |
|
|
|
|
|
|
|
|
|
|
|
|
||||
Debt refinancing charges |
|
|
|
|
|
|
|
|
|
|
|
|
||||
Interest expense |
|
|
|
|
|
|
|
|
|
|
|
|
||||
Interest income |
|
|
( |
) |
|
|
( |
) |
|
|
( |
) |
|
|
( |
) |
Earnings before income taxes |
|
|
|
|
|
|
|
|
|
|
|
|
||||
Income tax expense |
|
|
|
|
|
|
|
|
|
|
|
|
||||
Net earnings |
|
$ |
|
|
$ |
|
|
$ |
|
|
$ |
|
||||
Basic earnings per common share |
|
$ |
|
|
$ |
|
|
$ |
|
|
$ |
|
||||
Diluted earnings per common share |
|
$ |
|
|
$ |
|
|
$ |
|
|
$ |
|
||||
See accompanying notes to condensed consolidated financial statements.
1
UPBOUND GROUP, INC. AND SUBSIDIARIES
CONDENSED CONSOLIDATED STATEMENTS OF COMPREHENSIVE INCOME
(Unaudited)
|
|
Three Months Ended September 30, |
|
|
Nine Months Ended September 30, |
|
||||||||||
|
|
2026 |
|
|
2025 |
|
|
2026 |
|
|
2025 |
|
||||
(in thousands) |
|
|
|
|
|
|
|
|
|
|
|
|
||||
Net earnings |
|
$ |
|
|
$ |
|
|
$ |
|
|
$ |
|
||||
Other comprehensive (loss) income: |
|
|
|
|
|
|
|
|
|
|
|
|
||||
Foreign currency translation adjustments, net of tax of $( |
|
|
( |
) |
|
|
|
|
|
|
|
|
|
|||
Total other comprehensive (loss) income |
|
|
( |
) |
|
|
|
|
|
|
|
|
|
|||
Comprehensive income |
|
$ |
|
|
$ |
|
|
$ |
|
|
$ |
|
||||
See accompanying notes to condensed consolidated financial statements.
2
UPBOUND GROUP, INC. AND SUBSIDIARIES
CONDENSED CONSOLIDATED BALANCE SHEETS
(Unaudited)
|
|
September 30, 2026 |
|
|
December 31, 2025 |
|
||
(in thousands, except share and par value data) |
|
|
|
|
|
|
||
ASSETS |
|
|
|
|
|
|
||
Cash and cash equivalents |
|
$ |
|
|
$ |
|
||
Receivables, net of allowance for doubtful accounts of $ |
|
|
|
|
|
|
||
Prepaid expenses and other assets |
|
|
|
|
|
|
||
Rental merchandise, net |
|
|
|
|
|
|
||
On rent |
|
|
|
|
|
|
||
Held for rent |
|
|
|
|
|
|
||
Merchandise held for installment sale |
|
|
|
|
|
|
||
Property assets, net of accumulated depreciation of $ |
|
|
|
|
|
|
||
Operating lease right-of-use assets |
|
|
|
|
|
|
||
Deferred tax asset |
|
|
|
|
|
|
||
Goodwill |
|
|
|
|
|
|
||
Other intangible assets, net |
|
|
|
|
|
|
||
Total assets |
|
$ |
|
|
$ |
|
||
LIABILITIES |
|
|
|
|
|
|
||
Accounts payable – trade |
|
$ |
|
|
$ |
|
||
Accrued liabilities |
|
|
|
|
|
|
||
Operating lease liabilities |
|
|
|
|
|
|
||
Deferred tax liability |
|
|
|
|
|
|
||
Senior debt, net |
|
|
|
|
|
|
||
Senior notes, net |
|
|
|
|
|
|
||
Total liabilities |
|
|
|
|
|
|
||
STOCKHOLDERS’ EQUITY |
|
|
|
|
|
|
||
Common stock, $ |
|
|
|
|
|
|
||
Additional paid-in capital |
|
|
|
|
|
|
||
Retained earnings |
|
|
|
|
|
|
||
Treasury stock at cost, |
|
|
( |
) |
|
|
( |
) |
Accumulated other comprehensive loss |
|
|
( |
) |
|
|
( |
) |
Total stockholders’ equity |
|
|
|
|
|
|
||
Total liabilities and stockholders’ equity |
|
$ |
|
|
$ |
|
||
See accompanying notes to condensed consolidated financial statements.
3
UPBOUND GROUP, INC. AND SUBSIDIARIES
CONDENSED CONSOLIDATED STATEMENTS OF STOCKHOLDERS’ EQUITY
(Unaudited)
|
|
Common Stock |
|
|
Additional |
|
|
Retained |
|
|
Treasury |
|
|
Accumulated |
|
|
|
|
||||||||||
|
|
Shares |
|
|
Amount |
|
|
Capital |
|
|
Earnings |
|
|
Stock |
|
|
(Loss) Income |
|
|
Total |
|
|||||||
(in thousands) |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|||||||
Balance at December 31, 2025 |
|
|
|
|
$ |
|
|
$ |
|
|
$ |
|
|
$ |
( |
) |
|
$ |
( |
) |
|
$ |
|
|||||
Net earnings |
|
|
— |
|
|
|
— |
|
|
|
— |
|
|
|
|
|
|
— |
|
|
|
— |
|
|
|
|
||
Other comprehensive loss |
|
|
— |
|
|
|
— |
|
|
|
— |
|
|
|
— |
|
|
|
— |
|
|
|
( |
) |
|
|
( |
) |
Exercise of stock options |
|
|
|
|
|
— |
|
|
|
|
|
|
— |
|
|
|
— |
|
|
|
— |
|
|
|
|
|||
Vesting of restricted share units, net of shares withheld for employee taxes |
|
|
|
|
|
|
|
|
( |
) |
|
|
— |
|
|
|
— |
|
|
|
— |
|
|
|
— |
|
||
Tax effect of stock awards vested and options exercised |
|
|
— |
|
|
|
— |
|
|
|
( |
) |
|
|
— |
|
|
|
— |
|
|
|
— |
|
|
|
( |
) |
Stock-based compensation |
|
|
— |
|
|
|
— |
|
|
|
|
|
|
— |
|
|
|
— |
|
|
|
— |
|
|
|
|
||
Dividends declared(1) |
|
|
— |
|
|
|
— |
|
|
|
|
|
|
( |
) |
|
|
— |
|
|
|
— |
|
|
|
( |
) |
|
Balance at March 31, 2026 |
|
|
|
|
$ |
|
|
$ |
|
|
$ |
|
|
$ |
( |
) |
|
$ |
( |
) |
|
$ |
|
|||||
Net earnings |
|
|
— |
|
|
|
— |
|
|
|
— |
|
|
|
|
|
|
— |
|
|
|
— |
|
|
|
|
||
Other comprehensive income |
|
|
— |
|
|
|
— |
|
|
|
— |
|
|
|
— |
|
|
|
— |
|
|
|
|
|
|
|
||
Exercise of stock options |
|
|
|
|
|
— |
|
|
|
|
|
|
— |
|
|
|
— |
|
|
|
— |
|
|
|
|
|||
Vesting of restricted share units, net of shares withheld for employee taxes |
|
|
|
|
|
— |
|
|
|
— |
|
|
|
— |
|
|
|
— |
|
|
|
— |
|
|
|
— |
|
|
Tax effect of stock awards vested and options exercised |
|
|
— |
|
|
|
— |
|
|
|
( |
) |
|
|
— |
|
|
|
— |
|
|
|
— |
|
|
|
( |
) |
Stock-based compensation |
|
|
— |
|
|
|
— |
|
|
|
|
|
|
— |
|
|
|
— |
|
|
|
— |
|
|
|
|
||
Dividends declared(1) |
|
|
— |
|
|
|
— |
|
|
|
|
|
|
( |
) |
|
|
— |
|
|
|
— |
|
|
|
( |
) |
|
Balance at June 30, 2026 |
|
|
|
|
$ |
|
|
$ |
|
|
$ |
|
|
$ |
( |
) |
|
$ |
( |
) |
|
$ |
|
|||||
Net earnings |
|
|
— |
|
|
|
— |
|
|
|
— |
|
|
|
|
|
|
— |
|
|
|
— |
|
|
|
|
||
Other comprehensive loss |
|
|
— |
|
|
|
— |
|
|
|
— |
|
|
|
— |
|
|
|
— |
|
|
|
( |
) |
|
|
( |
) |
Exercise of stock options |
|
|
|
|
|
— |
|
|
|
|
|
|
— |
|
|
|
— |
|
|
|
— |
|
|
|
|
|||
Vesting of restricted share units, net of shares withheld for employee taxes |
|
|
|
|
|
— |
|
|
|
— |
|
|
|
— |
|
|
|
— |
|
|
|
— |
|
|
|
— |
|
|
Tax effect of stock awards vested and options exercised |
|
|
— |
|
|
|
— |
|
|
|
( |
) |
|
|
— |
|
|
|
— |
|
|
|
— |
|
|
|
( |
) |
Stock-based compensation |
|
|
— |
|
|
|
— |
|
|
|
|
|
|
— |
|
|
|
— |
|
|
|
— |
|
|
|
|
||
Dividends declared(1) |
|
|
— |
|
|
|
— |
|
|
|
|
|
|
( |
) |
|
|
— |
|
|
|
— |
|
|
|
( |
) |
|
Balance at September 30, 2026 |
|
|
|
|
$ |
|
|
$ |
|
|
$ |
|
|
$ |
( |
) |
|
$ |
( |
) |
|
$ |
|
|||||
4
UPBOUND GROUP, INC. AND SUBSIDIARIES
CONDENSED CONSOLIDATED STATEMENTS OF STOCKHOLDERS’ EQUITY - (Continued)
(Unaudited)
|
|
Common Stock |
|
|
Additional |
|
|
Retained |
|
|
Treasury |
|
|
Accumulated |
|
|
|
|
||||||||||
|
|
Shares |
|
|
Amount |
|
|
Capital |
|
|
Earnings |
|
|
Stock |
|
|
(Loss) Income |
|
|
Total |
|
|||||||
(in thousands) |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|||||||
Balance at December 31, 2024 |
|
|
|
|
$ |
|
|
$ |
|
|
$ |
|
|
$ |
( |
) |
|
$ |
( |
) |
|
$ |
|
|||||
Net earnings |
|
|
— |
|
|
|
— |
|
|
|
— |
|
|
|
|
|
|
— |
|
|
|
— |
|
|
|
|
||
Other comprehensive loss |
|
|
— |
|
|
|
— |
|
|
|
— |
|
|
|
— |
|
|
|
— |
|
|
|
( |
) |
|
|
( |
) |
Exercise of stock options |
|
|
|
|
|
— |
|
|
|
|
|
|
— |
|
|
|
— |
|
|
|
— |
|
|
|
|
|||
Vesting of restricted share units, net of shares withheld for employee taxes |
|
|
|
|
|
|
|
|
( |
) |
|
|
— |
|
|
|
— |
|
|
|
— |
|
|
|
— |
|
||
Tax effect of stock awards vested and options exercised |
|
|
— |
|
|
|
— |
|
|
|
( |
) |
|
|
— |
|
|
|
— |
|
|
|
— |
|
|
|
( |
) |
Stock-based compensation |
|
|
— |
|
|
|
— |
|
|
|
|
|
|
— |
|
|
|
— |
|
|
|
— |
|
|
|
|
||
Dividends declared(1) |
|
|
— |
|
|
|
— |
|
|
|
— |
|
|
|
( |
) |
|
|
— |
|
|
|
— |
|
|
|
( |
) |
Brigit acquisition equity consideration |
|
|
|
|
|
|
|
|
|
|
|
— |
|
|
|
— |
|
|
|
— |
|
|
|
|
||||
Balance at March 31, 2025 |
|
|
|
|
$ |
|
|
$ |
|
|
$ |
|
|
$ |
( |
) |
|
$ |
( |
) |
|
$ |
|
|||||
Net earnings |
|
|
— |
|
|
|
— |
|
|
|
— |
|
|
|
|
|
|
— |
|
|
|
— |
|
|
|
|
||
Other comprehensive income |
|
|
— |
|
|
|
— |
|
|
|
— |
|
|
|
— |
|
|
|
— |
|
|
|
|
|
|
|
||
Exercise of stock options |
|
|
|
|
|
|
|
|
|
|
|
— |
|
|
|
— |
|
|
|
— |
|
|
|
|
||||
Vesting of restricted share units, net of shares withheld for employee taxes |
|
|
|
|
|
— |
|
|
|
— |
|
|
|
— |
|
|
|
— |
|
|
|
— |
|
|
|
— |
|
|
Tax effect of stock awards vested and options exercised |
|
|
— |
|
|
|
— |
|
|
|
( |
) |
|
|
— |
|
|
|
— |
|
|
|
— |
|
|
|
( |
) |
Stock-based compensation |
|
|
— |
|
|
|
— |
|
|
|
|
|
|
— |
|
|
|
— |
|
|
|
— |
|
|
|
|
||
Dividends declared(1) |
|
|
— |
|
|
|
— |
|
|
|
— |
|
|
|
( |
) |
|
|
— |
|
|
|
— |
|
|
|
( |
) |
Brigit acquisition equity consideration |
|
|
( |
) |
|
|
— |
|
|
|
( |
) |
|
|
— |
|
|
|
— |
|
|
|
— |
|
|
|
( |
) |
Balance at June 30, 2025 |
|
|
|
|
$ |
|
|
$ |
|
|
$ |
|
|
$ |
( |
) |
|
$ |
( |
) |
|
$ |
|
|||||
Net earnings |
|
|
— |
|
|
|
— |
|
|
|
— |
|
|
|
|
|
|
— |
|
|
|
— |
|
|
|
|
||
Other comprehensive income |
|
|
— |
|
|
|
— |
|
|
|
— |
|
|
|
— |
|
|
|
— |
|
|
|
|
|
|
|
||
Exercise of stock options |
|
|
|
|
|
— |
|
|
|
|
|
|
— |
|
|
|
— |
|
|
|
— |
|
|
|
|
|||
Vesting of restricted share units, net of shares withheld for employee taxes |
|
|
|
|
|
— |
|
|
|
— |
|
|
|
— |
|
|
|
— |
|
|
|
— |
|
|
|
— |
|
|
Tax effect of stock awards vested and options exercised |
|
|
— |
|
|
|
— |
|
|
|
( |
) |
|
|
— |
|
|
|
— |
|
|
|
— |
|
|
|
( |
) |
Stock-based compensation |
|
|
— |
|
|
|
— |
|
|
|
|
|
|
— |
|
|
|
— |
|
|
|
— |
|
|
|
|
||
Dividends declared(1) |
|
|
— |
|
|
|
— |
|
|
|
|
|
|
( |
) |
|
|
— |
|
|
|
— |
|
|
|
( |
) |
|
Balance at September 30, 2025 |
|
|
|
|
$ |
|
|
$ |
|
|
$ |
|
|
$ |
( |
) |
|
$ |
( |
) |
|
$ |
|
|||||
(1) Cash dividends declared for the three and nine months ended September 30, 2025 were $
See accompanying notes to condensed consolidated financial statements.
5
UPBOUND GROUP, INC. AND SUBSIDIARIES
CONDENSED CONSOLIDATED STATEMENTS OF CASH FLOWS
(Unaudited)
|
|
Nine Months Ended September 30, |
|
|||||
|
|
2026 |
|
|
2025 |
|
||
(in thousands) |
|
|
|
|
|
|
||
Cash flows from operating activities |
|
|
|
|
|
|
||
Net earnings |
|
$ |
|
|
$ |
|
||
Adjustments to reconcile net earnings to net cash provided by operating activities |
|
|
|
|
|
|
||
Depreciation of rental merchandise |
|
|
|
|
|
|
||
Bad debt expense |
|
|
|
|
|
|
||
Stock-based compensation expense |
|
|
|
|
|
|
||
Depreciation of property assets |
|
|
|
|
|
|
||
Loss on sale or disposal of property assets |
|
|
|
|
|
|
||
Amortization of intangibles |
|
|
|
|
|
|
||
Amortization of financing fees |
|
|
|
|
|
|
||
Write-off of debt financing fees |
|
|
|
|
|
|
||
Deferred income taxes |
|
|
|
|
|
|
||
Changes in operating assets and liabilities, net of acquired assets |
|
|
|
|
|
|
||
Rental merchandise(1) |
|
|
( |
) |
|
|
( |
) |
Receivables |
|
|
( |
) |
|
|
( |
) |
Prepaid expenses and other assets |
|
|
|
|
|
( |
) |
|
Operating lease right-of-use assets and lease liabilities |
|
|
|
|
|
|
||
Accounts payable – trade |
|
|
( |
) |
|
|
|
|
Accrued liabilities |
|
|
( |
) |
|
|
|
|
Net cash provided by operating activities |
|
|
|
|
|
|
||
Cash flows from investing activities |
|
|
|
|
|
|
||
Net originations and collections of customer cash advances |
|
|
( |
) |
|
|
( |
) |
Purchase of property assets |
|
|
( |
) |
|
|
( |
) |
Proceeds from sale of assets |
|
|
|
|
|
|
||
Promissory loan collection |
|
|
|
|
|
|
||
Acquisitions of businesses, net of cash acquired |
|
|
|
|
|
( |
) |
|
Net cash used in investing activities |
|
|
( |
) |
|
|
( |
) |
Cash flows from financing activities |
|
|
|
|
|
|
||
Exercise of stock options |
|
|
|
|
|
|
||
Shares withheld for payment of employee tax withholdings |
|
|
( |
) |
|
|
( |
) |
Debt issuance costs |
|
|
|
|
|
( |
) |
|
Deferred consideration for acquisition of businesses(2) |
|
|
( |
) |
|
|
|
|
Proceeds from debt |
|
|
|
|
|
|
||
Repayments of debt |
|
|
( |
) |
|
|
( |
) |
Dividends paid |
|
|
( |
) |
|
|
( |
) |
Net cash (used in) provided by financing activities |
|
|
( |
) |
|
|
|
|
Effect of exchange rate changes on cash |
|
|
|
|
|
|
||
Net increase in cash and cash equivalents |
|
|
|
|
|
|
||
Cash and cash equivalents at beginning of period |
|
|
|
|
|
|
||
Cash and cash equivalents at end of period |
|
$ |
|
|
$ |
|
||
See accompanying notes to condensed consolidated financial statements.
6
UPBOUND GROUP, INC. AND SUBSIDIARIES
NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS
(Unaudited)
Note 1 - Basis of Presentation
The interim condensed consolidated financial statements of Upbound Group, Inc. included herein have been prepared by us pursuant to the rules and regulations of the Securities and Exchange Commission (the “SEC”). Certain information and footnote disclosures normally included in financial statements prepared in accordance with U.S. generally accepted accounting principles (“GAAP”) have been condensed or omitted pursuant to the SEC’s rules and regulations, although we believe the disclosures are adequate to make the information presented not misleading. We suggest these financial statements be read in conjunction with the financial statements and notes included in our Annual Report on Form 10-K for the year ended December 31, 2025. In our opinion, the accompanying unaudited interim financial statements contain all adjustments, consisting only of those of a normal recurring nature, necessary to present fairly our results of operations and cash flows for the periods presented. The results of operations for the periods presented are not necessarily indicative of the results to be expected for the full year.
Use of Estimates
In preparing financial statements in conformity with U.S. generally accepted accounting principles, we are required to make estimates and assumptions that affect the reported amounts of assets and liabilities, the disclosure of contingent losses and liabilities at the date of the condensed consolidated financial statements, and the reported amounts of revenues and expenses during the reporting period. In applying accounting principles, we must often make individual estimates and assumptions regarding expected outcomes or uncertainties. Our estimates, judgments and assumptions are continually evaluated based on available information and experience. However, uncertainties, including those related to recent macroeconomic trends or other factors, may affect certain estimates and assumptions inherent in the financial reporting process, which may impact reported amounts of assets and liabilities in future periods and cause actual results to differ from those estimates.
Principles of Consolidation and Nature of Operations
The financial statements included herein include the accounts of Upbound Group, Inc. and its direct and indirect subsidiaries. All intercompany accounts and transactions have been eliminated. Unless the context indicates otherwise, references to “Upbound Group, Inc.” refer only to Upbound Group, Inc., the parent, and references to the “Company,” “we,” “us” and “our” refer to the consolidated business operations of Upbound Group, Inc. and any or all of its direct and indirect subsidiaries. We currently report
Our Acima segment, which primarily operates in the United States and Puerto Rico, generally offers the lease-to-own transaction to consumers who do not qualify for traditional financing through staffed or unstaffed kiosks located within third-party retailer locations or other virtual options. In virtual locations, customers, either directly or with the assistance of a representative of the third-party retailer, initiate the lease-to-own transaction online in the retailers’ locations using our virtual solutions.
Our Rent-A-Center segment primarily consists of company-owned lease-to-own stores in the United States and Puerto Rico that lease durable goods to customers on a lease-to-own basis. In addition, we offer merchandise on an installment sales basis in certain of our stores operating under the names “Get It Now” and “Home Choice” in the states of Minnesota and Wisconsin. The Rent-A-Center segment also includes franchising operations that offer the sale of rental merchandise to our franchisees, who in turn offer the merchandise to the general public for rent or purchase under lease-to-own agreements consistent with our company-owned lease-to-own stores. We also receive royalties based on a percent of the franchisees' monthly gross revenues. Our Rent-A-Center segment operates through our company-owned and franchise stores, and e-commerce platforms through rentacenter.com, getitnowstores.com and homechoicestores.com.
Our Brigit segment, which operates in the United States, includes the operations of Bridge IT Inc., which was acquired on January 31, 2025 (the “Closing Date”). The Brigit segment, through mobile and web applications, offers various financial health products and tools to help customers improve their financial health and literacy, obtain early access to earned wages ("cash advances"), build their credit, and protect themselves from identity theft. Application products and tools are offered through various elective subscription tiers for which customers make monthly subscription payments. Customers also make payments for transaction fees to expedite customer cash advances. In addition, Brigit receives monthly payments from third-party marketplace partners for allowing the partners to market their products and services to Brigit customers via digital marketing space within the mobile application.
Our Mexico segment consists of our company-owned stores in Mexico that lease durable goods to customers on a lease-to-own basis.
7
UPBOUND GROUP, INC. AND SUBSIDIARIES
NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS - (Continued)
(Unaudited)
Newly Adopted Accounting Pronouncements
In July 2025, the FASB issued ASU 2025-05, Financial Instruments - Credit Losses (Topic 326), which amends the existing standard that refers to estimating expected credit losses on current accounts receivable and current contract assets arising from transactions under Topic 606. Under the new standard, public business entities may elect a practical expedient that assumes the current conditions as of the balance sheet date do not change for the remaining life of the asset when estimating expected credit losses. We adopted ASU 2025-05 effective January 1, 2026 on a prospective basis. The adoption did not have a material impact on our financial statements.
Note 2 - Acquisitions
Brigit Acquisition
On December 12, 2024, we entered into an Agreement and Plan of Merger (the “Merger Agreement”) with Fortuna Merger Sub, Inc., a Delaware corporation and wholly owned subsidiary of the Company (“Merger Sub”), Brigit, and Shareholder Representative Services LLC, solely in its capacity as the representative, agent and attorney-in-fact of Brigit’s securityholders, pursuant to which Merger Sub merged with and into Brigit (the “Merger”), with Brigit surviving the Merger as a wholly owned subsidiary of the Company. The Merger with Brigit, a leading holistic financial health technology company, is intended to accelerate Upbound’s strategy to provide technology-driven financial solutions to customers underserved by the traditional financial system. The Merger was completed on January 31, 2025 for total purchase consideration of approximately $
In accordance with the Merger Agreement, we issued to the security holders of Brigit (the “Brigit Securityholders”) approximately
We also entered into deferred cash award agreements with certain Brigit employees to replace their unvested Brigit stock options or unvested phantom awards, as applicable (“Replacement Awards”), each entitling the holder to receive an amount in cash upon vesting equal to the excess of the merger consideration per common share over the exercise price of the original award. The maximum amount payable pursuant to the Replacement Awards, approximately $
Pursuant to the terms of the Merger Agreement, we will also pay the Brigit Securityholders $
The portion of Closing Stock Consideration issued to Brigit’s co-founders and certain of their respective affiliates (collectively, the “Co-Founders”) included approximately
8
UPBOUND GROUP, INC. AND SUBSIDIARIES
NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS - (Continued)
(Unaudited)
Assets acquired and liabilities assumed in connection with the acquisition were recorded at their fair values.
(in thousands) |
|
January 31, 2025 |
|
|
Aggregate cash consideration(1) |
|
$ |
|
|
Aggregate stock consideration(2) |
|
|
|
|
Other consideration(3) |
|
|
|
|
Total purchase consideration |
|
$ |
|
|
ASSETS ACQUIRED |
|
|
|
|
Receivables, net(4) |
|
$ |
|
|
Prepaid expenses and other assets |
|
|
|
|
Property assets |
|
|
|
|
Operating lease right-of-use assets |
|
|
|
|
Goodwill |
|
|
|
|
Other intangible assets |
|
|
|
|
Total assets acquired |
|
$ |
|
|
LIABILITIES ASSUMED |
|
|
|
|
Accounts payable - trade |
|
|
|
|
Accrued liabilities |
|
|
|
|
Operating lease liabilities |
|
|
|
|
Deferred income taxes |
|
|
|
|
Total liabilities assumed |
|
|
|
|
Net assets acquired |
|
$ |
|
|
The carrying values for certain assets and liabilities assumed as part of the acquisition, including receivables, prepaid expenses and other assets, accounts payable and accrued liabilities were considered equivalent to and recorded as fair value, as of the date of acquisition, due to the short-term nature of these balances. Operating lease right-of-use assets and liabilities were recorded as the discounted value of future obligations in accordance with ASC Topic 842, “Leases”. The fair value measurements for acquired intangible assets and developed technology were primarily based on significant unobservable inputs (Level 3) developed using company-specific information.
Asset Class |
|
Estimated Fair Value |
|
|
Estimated Remaining Useful Life (in years) |
|
||
Customer contracts |
|
$ |
|
|
|
|
||
Trade name |
|
|
|
|
|
|
||
Developed technology, included in Property assets, net, in line with our accounting policies, was also acquired with a value of $
In addition, we recorded goodwill of $
Brigit’s results of operations are reflected in our unaudited Condensed Consolidated Statements of Operations from the Closing Date.
9
UPBOUND GROUP, INC. AND SUBSIDIARIES
NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS - (Continued)
(Unaudited)
In the second quarter of 2025, we recorded adjustments to certain assets acquired and liabilities assumed related to post-closing updates in net working capital and adjustments to deferred income taxes resulting in an overall decrease to goodwill of approximately $
In connection with this acquisition, we recognized approximately $
The following unaudited pro forma combined results of operations present our financial results as if the acquisition of Brigit had been completed on January 1, 2024. These unaudited pro forma results may not necessarily reflect the actual results of operations that would have been achieved, nor are they necessarily indicative of future results of operations. The unaudited pro forma information reflects step-up and step-down adjustments for depreciation and amortization of $
|
|
Three Months Ended September 30, |
|
|
Nine Months Ended September 30, |
|
||
(in thousands) |
|
2025 |
|
|
2025 |
|
||
Pro Forma total revenues |
|
$ |
|
|
$ |
|
||
Pro Forma net earnings(1) |
|
|
|
|
|
|
||
The amounts of revenue and earnings of Brigit included in our Condensed Consolidated Statements of Operations from the acquisition date of January 31, 2025 are as follows:
(in thousands) |
|
January 31, 2025 - |
|
|
Total revenues |
|
$ |
|
|
Net earnings(1) |
|
|
|
|
Note 3 - Revenues
The following tables disaggregate our revenue for the periods ended September 30, 2026 and 2025:
|
|
Three Months Ended September 30, 2026 |
|
|||||||||||||||||
|
|
Acima |
|
|
Rent-A-Center |
|
|
Brigit |
|
|
Mexico |
|
|
Consolidated |
|
|||||
(in thousands) |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|||||
Rentals and fees |
|
$ |
|
|
$ |
|
|
$ |
|
|
$ |
|
|
$ |
|
|||||
Merchandise sales |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|||||
Subscriptions and fees |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|||||
Other |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|||||
Total revenues |
|
$ |
|
|
$ |
|
|
$ |
|
|
$ |
|
|
$ |
|
|||||
|
|
Nine Months Ended September 30, 2026 |
|
|||||||||||||||||
|
|
Acima |
|
|
Rent-A-Center |
|
|
Brigit |
|
|
Mexico |
|
|
Consolidated |
|
|||||
(in thousands) |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|||||
Rentals and fees |
|
$ |
|
|
$ |
|
|
$ |
|
|
$ |
|
|
$ |
|
|||||
Merchandise sales |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|||||
Subscriptions and fees |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|||||
Other |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|||||
Total revenues |
|
$ |
|
|
$ |
|
|
$ |
|
|
$ |
|
|
$ |
|
|||||
10
UPBOUND GROUP, INC. AND SUBSIDIARIES
NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS - (Continued)
(Unaudited)
|
|
Three Months Ended September 30, 2025 |
|
|||||||||||||||||
|
|
Acima |
|
|
Rent-A-Center |
|
|
Brigit |
|
|
Mexico |
|
|
Consolidated |
|
|||||
(in thousands) |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|||||
Rentals and fees |
|
$ |
|
|
$ |
|
|
$ |
|
|
$ |
|
|
$ |
|
|||||
Merchandise sales |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|||||
Subscriptions and fees |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|||||
Other |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|||||
Total revenues |
|
$ |
|
|
$ |
|
|
$ |
|
|
$ |
|
|
$ |
|
|||||
|
|
Nine Months Ended September 30, 2025 |
|
|||||||||||||||||
|
|
Acima |
|
|
Rent-A-Center |
|
|
Brigit |
|
|
Mexico |
|
|
Consolidated |
|
|||||
(in thousands) |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|||||
Rentals and fees |
|
$ |
|
|
$ |
|
|
$ |
|
|
$ |
|
|
$ |
|
|||||
Merchandise sales |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|||||
Subscriptions and fees |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|||||
Other |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|||||
Total revenues |
|
$ |
|
|
$ |
|
|
$ |
|
|
$ |
|
|
$ |
|
|||||
Lease Purchase Agreements
Rentals and Fees. Rental merchandise is leased to customers pursuant to lease-to-own agreements, which provide for weekly, bi-weekly, semi-monthly or monthly terms with non-refundable lease payments. At the expiration of each lease term, customers may renew the lease-to-own agreement for the next lease term. The customer has the right to acquire title of the merchandise either through an early purchase option or through payment of all optional lease renewal terms. Customers can terminate the lease-to-own agreement and return the product at the end of any lease term without penalty. Therefore, lease-to-own agreements are accounted for as operating leases.
Lease payments received at our company-owned Rent-A-Center stores, certain Acima locations formerly operating under the Acceptance Now brand, and Mexico stores must be prepaid in advance of the next lease renewal term. Under the Acima Holdings business model, in certain cases revenues may be earned prior to the lease payment due date, in which case revenue is accrued prior to receipt of the lease payment, net of estimated returns and uncollectible renewal payments. Under both models, rental revenue is recognized over the lease term. See Note 4 for additional information regarding accrued lease revenue.
Cash received for rental payments, including fees, prior to the period in which it should be recognized, is deferred and recognized according to the lease term. At September 30, 2026 and December 31, 2025, we had $
We also offer additional optional product plans along with our lease-to-own agreements which provide customers with liability protection against significant damage or loss of a product, and club membership benefits, including various discount programs and product service and replacement benefits in the event merchandise is damaged or lost, and payment waivers in the event eligible customers become unemployed. Customers renew product plans in conjunction with their lease term renewals, and can cancel the plans at any time. We do not separate the lease and non-lease components for lease purchase agreements so revenue for product plans is recognized over the current term of the lease. Costs incurred related to product plans are primarily recognized in cost of revenues.
11
UPBOUND GROUP, INC. AND SUBSIDIARIES
NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS - (Continued)
(Unaudited)
Revenue from contracts with customers
Merchandise Sales. Revenue for merchandise sales is recognized when payment is received and ownership of the merchandise passes to the customer. Merchandise sales include payments received for the exercise of the early purchase options offered through our lease-to-own agreements or merchandise sold through point-of-sale transactions. The remaining net value of lease merchandise sold is recorded to cost of merchandise sold at the time of the transaction. Revenue from the sale of lease merchandise to our franchisees is recognized upon shipment of the merchandise to the franchisee.
Revenue from the sale of merchandise in our retail installment stores is recognized when the installment note is signed and control of the merchandise has passed to the customer. The cost of merchandise sold through installment agreements is recognized at the time of the transaction. We offer optional extended service plans with our installment agreements which are administered by third parties and provide customers with product maintenance beyond the term of the installment agreement. Payments received for extended service plans are deferred and recognized, net of related costs, when the installment payment plan is complete and the service plan goes into effect. Customers can cancel extended service plans at any time during the installment agreement period and receive a refund for payments previously made towards the plan. At September 30, 2026 and December 31, 2025, the amount of deferred revenue included in accrued liabilities related to extended service plans was inconsequential to our financial statements.
Subscriptions and fees. Subscription payments in our Brigit segment are received on a monthly basis from customers who elect access to the Plus or Premium subscription tiers of the Brigit mobile application and/or web browser. This payment can range based on a variety of factors and higher cost tiers generally offer additional services. Brigit continually fulfills obligations to each customer over the subscription term. The series of distinct services represents a single performance obligation that is satisfied over time. Revenue for the Plus and Premium subscription tiers is recognized over the subscription term. Customers pay subscriptions at the end of the term. Price concessions are granted to customers who have insufficient funds and are unable to make subscription payments when they are due.
We also receive payments from customers for optional transfer fees for expedited cash advances. Such expedited transfer fee payments from customers are recognized as revenue over the expected term of the associated customer cash advance. In addition, we also market promotional offers from our marketplace partners’ products and services in our mobile application. We receive a payment from our partners based on contractual terms, generally on the basis of customer traffic or conversions brought to such products or services. Marketplace revenues are recognized as customer traffic is added and conversions to the marketplace partners’ products and services occur.
Other. Other revenue primarily consists of franchise royalties, including franchisee contributions to corporate advertising funds, which represent sales-based royalties calculated as a percentage of gross rental payments and sales. Royalty revenue is accrued and recognized as lease payments and merchandise sales occur. Franchise fees are initial fees charged to franchisees for new or converted franchise stores. Franchise fee revenue is recognized on a straight-line basis over the term of the franchise agreement. At September 30, 2026 and December 31, 2025, we had $
Other revenue also includes revenues generated by other miscellaneous product plans offered to our lease-to-own and installment customers. Revenue for other product plans is recognized in accordance with the terms of the applicable plan agreement.
Note 4 - Receivables and Allowance for Doubtful Accounts
Trade and notes receivables consist of amounts due from our lease-to-own customers for lease renewal payments and past due uncollected lease payments, adjusted for the probability of collection based on our assessment of historical collection rates and length of time the receivable is past due; amounts owed from our franchisees for inventory purchases, earned royalties and other obligations; and other miscellaneous and corporate related receivables. Credit is extended to franchisees based on an evaluation of each franchisee’s financial condition and collateral is generally not required. Trade receivables are generally due within 30 days.
Installment sales receivables consist primarily of receivables due from customers for the sale of merchandise in our retail installment stores. Installment sales receivables associated with the sale of merchandise at our Get It Now and Home Choice stores generally consist of the sales price of the merchandise purchased and any additional fees for optional services the customer has chosen, less the customer’s down payment. No interest is accrued and interest income is recognized each time a customer makes a payment, generally on a monthly basis. Interest payments received on installment agreements for both the nine months ended September 30, 2026 and 2025 were $
12
UPBOUND GROUP, INC. AND SUBSIDIARIES
NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS - (Continued)
(Unaudited)
Customer cash advances consist of earned wage access advances provided to Brigit customers when requested. By leveraging cash flow information from the customer’s bank account as well as customer verified income information, Brigit’s algorithm assesses their earned income and ability to repay, with no FICO or credit check needed and no impact on credit scores. Generally customers repay cash advances on or shortly after they receive their next paycheck.
Receivables consist of the following:
(in thousands) |
|
September 30, 2026 |
|
|
December 31, 2025 |
|
||
Trade and notes receivables(1) |
|
$ |
|
|
$ |
|
||
Installment sales receivables |
|
|
|
|
|
|
||
Customer cash advances |
|
|
|
|
|
|
||
Total receivables |
|
|
|
|
|
|
||
Less allowance for doubtful accounts(2) |
|
|
( |
) |
|
|
( |
) |
Total receivables, net of allowance for doubtful accounts |
|
$ |
|
|
$ |
|
||
(2) Lease receivables are accrued on a net basis, adjusted for the probability of collection based on our assessment of historical collection rates, as described above. Therefore, we do not maintain a separate allowance for doubtful accounts related to our lease receivables.
The allowance for our franchising trade and notes receivables is determined by considering a number of factors, including the length of time receivables are past due, previous loss history, the franchisee’s current ability to pay its obligation, and the condition of the general economy and the industry as a whole. Trade receivables that are more than 90 days past due are either written off or fully reserved in our allowance for doubtful accounts. Payments subsequently received on such receivables are recognized as contra-bad debt expense in our Condensed Consolidated Statements of Operations.
We have established an allowance for doubtful accounts for our installment notes receivable. Our policy for determining the allowance is primarily based on historical loss experience, as well as the results of management’s review and analysis of the payment and collection of the installment notes receivable within the previous year. Our allowance is adequate to absorb all expected losses. Our policy is to charge off installment notes receivable that are 120 days or more past due. Charge-offs are applied as a reduction to the allowance for doubtful accounts and any recoveries of previously charged off balances are recognized as contra-bad debt expense in our Condensed Consolidated Statements of Operations.
We estimate the allowance for customer cash advance losses based on a number of factors, including the length of time receivables are past due, previous loss history and current economic conditions. The allowance for credit losses is recognized upon origination of customer cash advances. Customer cash advances are charged off 45 days past their due date as a reduction to the allowance for doubtful accounts and any recoveries of previously charged off balances are recognized as contra-bad debt expense in our Condensed Consolidated Statements of Operations.
The allowance for doubtful accounts related to franchising trade and notes receivables was $
Changes in our allowance for doubtful accounts are as follows:
(in thousands) |
|
September 30, 2026 |
|
|
Beginning allowance for doubtful accounts |
|
$ |
|
|
Bad debt expense(1) |
|
|
|
|
Accounts written off, net of recoveries |
|
|
( |
) |
Ending allowance for doubtful accounts |
|
$ |
|
|
(1) Uncollectible installment payments, franchisee obligations, customer cash advances and other corporate receivables are recognized in non-labor operating expenses in our condensed consolidated financial statements.
13
UPBOUND GROUP, INC. AND SUBSIDIARIES
NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS - (Continued)
(Unaudited)
The details of Brigit customer cash advances aging are as follows:
|
|
September 30, 2026 |
|
|||||
($ in thousands) |
|
Amount |
|
|
Percent |
|
||
0-15 days |
|
$ |
|
|
|
% |
||
16-30 days |
|
|
|
|
|
% |
||
31-45 days |
|
|
|
|
|
% |
||
45+ days |
|
|
|
|
|
% |
||
Customer cash advances before allowance for doubtful accounts |
|
$ |
|
|
|
% |
||
|
|
December 31, 2025 |
|
|||||
($ in thousands) |
|
Amount |
|
|
Percent |
|
||
0-15 days |
|
$ |
|
|
|
% |
||
16-30 days |
|
|
|
|
|
% |
||
31-45 days |
|
|
|
|
|
% |
||
45+ days |
|
|
|
|
|
% |
||
Customer cash advances before allowance for doubtful accounts |
|
$ |
|
|
|
% |
||
Note 5 - Income Taxes
The effective tax rate was
Note 6 - Senior Debt
On February 17, 2021, we entered into a credit agreement with JPMorgan Chase Bank, N.A., as administrative agent, and lenders party thereto, providing for a
On August 19, 2025, we entered into a Fourth Amendment to the Term Loan Facility, effective as of August 19, 2025. The amendment, in addition to certain other changes, (i) extended the maturity date for the loans outstanding under the Term Loan Facility to August 19, 2032 (subject to certain springing maturity provisions) and (ii) provided approximately $
On August 29, 2025, we entered into a Third Amendment to the ABL Credit Facility, effective as of August 29, 2025. The amendment provided for certain changes to the covenants applicable to the ABL Credit Facility.
In connection with the execution of the Fourth Amendment to the Term Loan Facility and Third Amendment to the ABL Credit Facility, we incurred approximately $
14
UPBOUND GROUP, INC. AND SUBSIDIARIES
NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS - (Continued)
(Unaudited)
As of September 30, 2026, the total remaining balances of unamortized debt issuance costs and original issue discount related to our senior debt reported in the Condensed Consolidated Balance Sheets were approximately $
We had outstanding borrowings of $
ABL Credit Facility
The ABL Credit Facility will mature on
The ABL Credit Facility bears interest at a fluctuating rate determined by reference to an adjusted Term SOFR rate plus an applicable margin of
Loans under the ABL Credit Facility may be borrowed, repaid and re-borrowed until
The ABL Credit Facility contains covenants that are usual and customary for similar facilities and transactions and that, among other things, restrict our ability and our restricted subsidiaries’ ability to create certain liens and enter into certain sale and lease-back transactions; create, assume, incur or guarantee certain indebtedness; consolidate or merge with, or convey, transfer or lease all or substantially all of our and our restricted subsidiaries’ assets, to another person; pay dividends or make other distributions on, or repurchase or redeem, our capital stock or certain other debt; and make other restricted payments.
The governing documents of the ABL Credit Facility provide for customary events of default, including, but not limited to, failure to pay principal and interest, failure to comply with covenants, agreements or conditions, and certain events of bankruptcy or insolvency involving us and our significant subsidiaries. As of September 30, 2026, we were in compliance with all requirements and conditions set forth in our ABL Credit Facility governing documents.
Term Loan Facility
The Term Loan Facility, which matures on
Interest on borrowings under the Term Loan Facility is payable at a fluctuating rate of interest determined by reference to the Term SOFR rate plus an applicable margin of
15
UPBOUND GROUP, INC. AND SUBSIDIARIES
NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS - (Continued)
(Unaudited)
The Term Loan Facility is secured by a first-priority security interest in substantially all of our present and future tangible and intangible personal property, including our subsidiary guarantors, other than the ABL Priority Collateral, and by a second-priority security interest in the ABL Priority Collateral, subject to certain exceptions. The obligations under the Term Loan Facility are guaranteed by us and our material wholly owned domestic restricted subsidiaries that also guarantee the ABL Credit Facility.
The Term Loan Facility contains covenants that are usual and customary for similar facilities and transactions and that, among other things, restrict our ability and our restricted subsidiaries’ ability to create certain liens and enter into certain sale and lease-back transactions; create, assume, incur or guarantee certain indebtedness; consolidate or merge with, or convey, transfer or lease all or substantially all of our and our restricted subsidiaries’ assets, to another person; pay dividends or make other distributions on, or repurchase or redeem, our capital stock or certain other debt; and make other restricted payments. The Term Loan Facility also includes mandatory prepayment requirements related to asset sales (subject to reinvestment), debt incurrence (other than permitted debt) and excess cash flow, in each case, subject to certain limitations described therein. These covenants are subject to a number of limitations and exceptions set forth in the governing documents of the Term Loan Facility.
The Term Loan Facility provides for customary events of default, including, but not limited to, failure to pay principal and interest, failure to comply with covenants, agreements or conditions, and certain events of bankruptcy or insolvency involving us and our significant subsidiaries.
The table below shows the scheduled maturity dates of our outstanding senior debt at September 30, 2026 for each of the years ending December 31:
(in thousands) |
|
ABL Credit Facility |
|
|
Term Loan Facility |
|
|
Total |
|
|||
2026 |
|
$ |
|
|
$ |
|
|
$ |
|
|||
2027 |
|
|
|
|
|
|
|
|
|
|||
2028 |
|
|
|
|
|
|
|
|
|
|||
2029 |
|
|
|
|
|
|
|
|
|
|||
2030 |
|
|
|
|
|
|
|
|
|
|||
Thereafter |
|
|
|
|
|
|
|
|
|
|||
Total senior debt |
|
$ |
|
|
$ |
|
|
$ |
|
|||
Note 7 - Senior Notes
On February 17, 2021, we issued $
We may redeem some or all of the Notes at any time for cash at the redemption prices set forth in the indenture governing the Notes, plus accrued and unpaid interest to, but not including, the redemption date. If we experience specific kinds of change in control, we will be required to offer to purchase the Notes at a price equal to
The Notes are our general unsecured senior obligations, and are effectively subordinated to all of our existing and future secured indebtedness to the extent of the value of the collateral securing such indebtedness, structurally subordinated to all existing and future indebtedness and other liabilities of our non-guarantor subsidiaries, equal in right of payment to all of our and our guarantor subsidiaries’ existing and future senior unsecured indebtedness and senior in right of payment to all of our future subordinated indebtedness, if any. The Notes are jointly and severally guaranteed on a senior unsecured basis by certain of our domestic subsidiaries that have outstanding indebtedness or guarantee other specified indebtedness, including the ABL Credit Facility and the Term Loan Facility.
The indenture governing the Notes contains covenants that limit, among other things, our ability and the ability of some of our restricted subsidiaries to create liens, transfer or sell assets, incur indebtedness or issue certain preferred stock, pay dividends, redeem stock or make other distributions, make other restricted payments or investments, create restrictions on payment of dividends or other amounts
16
UPBOUND GROUP, INC. AND SUBSIDIARIES
NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS - (Continued)
(Unaudited)
to us by our restricted subsidiaries, merge or consolidate with other entities, engage in certain transactions with affiliates and designate our subsidiaries as unrestricted subsidiaries. These covenants are subject to a number of exceptions and qualifications. The covenants limiting restricted payments, restrictions on payment of dividends or other amounts to us by our restricted subsidiaries, the ability to incur indebtedness, asset dispositions and transactions with affiliates will be suspended if and while the Notes have investment grade ratings from any two of Standard & Poor’s Ratings Services, Moody’s Investors Service, Inc. and Fitch, Inc.
The indenture governing the Notes also provides for events of default, which, if any of them occurs, would permit or require the principal, premium, if any, and interest on all the then outstanding Notes to be due and payable.
Note 8 - Fair Value
We follow a three-tier fair value hierarchy, which classifies the inputs used in measuring fair values, in determining the fair value of our non-financial assets and non-financial liabilities, which consist primarily of goodwill. These tiers include: Level 1, defined as observable inputs such as quoted prices for identical instruments in active markets; Level 2, defined as inputs other than quoted prices in active markets that are either directly or indirectly observable; and Level 3, defined as unobservable inputs in which little or no market data exists, therefore requiring an entity to develop its own assumptions.
Our financial instruments include cash and cash equivalents, receivables, payables, borrowings against our ABL Credit Facility and Term Loan Facility, and outstanding Notes. The carrying amount of cash and cash equivalents, receivables and payables approximates fair value at September 30, 2026 and December 31, 2025, because of the short maturities of these instruments. In addition, the interest rates on our Term Loan Facility and ABL Credit Facility are variable and, therefore, we believe the carrying value of outstanding borrowings approximates their fair value.
The fair value of our Notes is based on Level 1 inputs and was as follows at September 30, 2026:
|
|
September 30, 2026 |
|
|||||||||
(in thousands) |
|
Carrying Value |
|
|
Fair Value |
|
|
Difference |
|
|||
Senior notes |
|
$ |
|
|
$ |
|
|
$ |
( |
) |
||
Note 9 - Other Gains and Charges
Acima Holdings Acquisition. On February 17, 2021, we completed the acquisition of Acima Holdings, a leading provider of virtual lease-to-own solutions. The fair value of assets acquired as part of the transaction included $
Brigit Acquisition. As described in Note 2, on January 31, 2025, we completed the acquisition of Brigit, a leading holistic financial health technology company. Included in the aggregate consideration issued to the former owners of Brigit were
The fair value of assets acquired as part of the transaction included $
For the nine months ended September 30, 2025, we recognized approximately $
17
UPBOUND GROUP, INC. AND SUBSIDIARIES
NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS - (Continued)
(Unaudited)
Legal Matters. As disclosed further in Note 12 in this Quarterly Report on Form 10-Q and as previously disclosed, we are currently party to a filed regulatory lawsuit with the New York Attorney General, as well as a multistate regulatory investigation by attorneys’ general offices, none of which we believe are representative of historical regulatory matters that arise in the ordinary course of our business. The District of Columbia Attorney General entered into a final settlement agreement with Acima during the first quarter of 2026. These matters relate to lease-to-own transactions for our Acima subsidiary, which was acquired in 2021. We were also party to a recently settled certified class action brought on behalf of certain individuals who entered into rental purchase agreements and paid certain fees with the Company’s former Acceptance Now business in the state of California, and we were party to a patent infringement lawsuit that has been settled. During the nine months ended September 30, 2026 and 2025, we recorded estimated legal accruals of $
Acima Fraudulent Lease-to-Own Contract Losses. As previously disclosed in our Form 8-K filed on July 22, 2026, the Company experienced cybersecurity incidents in which certain customer information and other documents were obtained without authorization. In connection with certain such incidents, we believe the information was subsequently used to facilitate fraudulent lease-to-own agreements, contributing to incremental estimated fraudulent contract losses of $
Store Consolidations. In the second quarter of 2026 we initiated a strategic plan focused on optimizing our Rent-A-Center store footprint and operating model to better serve our markets. In connection with the initiation of this plan, we closed
Refranchised Store Closures. During the three months ended September 30, 2025, certain refranchised stores for which we remained liable under the existing store and vehicle lease agreements were closed resulting in pre-tax lease impairment charges to write off the remaining right-of-use asset of $
Stock Award Letter Agreement. On April 3, 2024, we entered into a letter agreement with the Company’s former Chief Executive Officer as disclosed in our Current Report on Form 8-K dated as of April 5, 2024. The terms of the letter agreement included special provisions for his outstanding restricted stock awards vesting at various times through February 2027, which resulted in the acceleration of stock compensation expense for those awards in accordance with ASC Topic 718, “Stock-based Compensation”. Accelerated stock compensation expense recognized for the nine months ended September 30, 2025 due to this letter agreement was approximately $
Activity with respect to other gains and charges is summarized in the below table:
|
|
Three Months Ended September 30, |
|
|
Nine Months Ended September 30, |
|
||||||||||
(in thousands) |
|
2026 |
|
|
2025 |
|
|
2026 |
|
|
2025 |
|
||||
Acima acquired assets depreciation and amortization |
|
$ |
|
|
$ |
|
|
$ |
|
|
$ |
|
||||
Brigit acquired assets depreciation and amortization |
|
|
|
|
|
|
|
|
|
|
|
|
||||
Brigit equity consideration vesting |
|
|
|
|
|
|
|
|
|
|
|
|
||||
Brigit replacement awards and other compensation |
|
|
|
|
|
|
|
|
|
|
|
|
||||
Acima fraudulent lease-to-own contract losses |
|
|
|
|
|
|
|
|
|
|
|
|
||||
Store consolidations |
|
|
|
|
|
|
|
|
|
|
|
|
||||
Legal matters |
|
|
( |
) |
|
|
|
|
|
|
|
|
|
|||
Labor reduction cost |
|
|
|
|
|
|
|
|
|
|
|
|
||||
Asset impairments and disposal |
|
|
|
|
|
|
|
|
|
|
|
|
||||
Brigit transaction costs |
|
|
|
|
|
|
|
|
|
|
|
|
||||
Accelerated stock compensation |
|
|
|
|
|
|
|
|
|
|
|
|
||||
Other |
|
|
|
|
|
( |
) |
|
|
|
|
|
( |
) |
||
Total other gains and charges |
|
$ |
|
|
$ |
|
|
$ |
|
|
$ |
|
||||
18
UPBOUND GROUP, INC. AND SUBSIDIARIES
NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS - (Continued)
(Unaudited)
Note 10 - Segment Information
The operating segments reported below are the segments for which separate financial information is available and for which segment results are evaluated by our Chief Operating Decision Makers (“CODMs”). Our CODMs include Upbound’s Chief Executive Officer and Chief Financial Officer.
Segment information is as follows:
|
|
Three Months Ended September 30, 2026 |
|
|||||||||||||||||
(in thousands) |
|
Acima |
|
|
Rent-A-Center |
|
|
Brigit |
|
|
Mexico |
|
|
Total |
|
|||||
Revenues |
|
$ |
|
|
$ |
|
|
$ |
|
|
$ |
|
|
$ |
|
|||||
Cost of revenues |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|||||
Gross profit |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|||||
Operating expenses |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|||||
Operating labor |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|||||
Non-labor operating expenses(1) |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|||||
Depreciation and amortization |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|||||
Other segment expenses(2) |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|||||
Segment operating profit |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|||||
Corporate |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
( |
) |
||||
Operating profit |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|||||
Interest expense |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|||||
Interest income |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
( |
) |
||||
Earnings before income taxes |
|
|
|
|
|
|
|
|
|
|
|
|
|
$ |
|
|||||
(1) Includes Lease Charge-Offs of $
(2) Includes certain general and administrative expenses and other gains and charges. See Note 9 for additional information regarding other gains and charges.
|
|
Nine Months Ended September 30, 2026 |
|
|||||||||||||||||
(in thousands) |
|
Acima |
|
|
Rent-A-Center |
|
|
Brigit |
|
|
Mexico |
|
|
Total |
|
|||||
Revenues |
|
$ |
|
|
$ |
|
|
$ |
|
|
$ |
|
|
$ |
|
|||||
Cost of revenues |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|||||
Gross profit |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|||||
Operating expenses |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|||||
Operating labor |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|||||
Non-labor operating expenses(1) |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|||||
Depreciation and amortization |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|||||
Other segment expenses(2) |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|||||
Segment operating profit |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|||||
Corporate |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
( |
) |
||||
Operating profit |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|||||
Interest expense |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|||||
Interest income |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
( |
) |
||||
Earnings before income taxes |
|
|
|
|
|
|
|
|
|
|
|
|
|
$ |
|
|||||
(1) Includes Lease Charge-Offs of $
(2) Includes certain general and administrative expenses and other gains and charges. See Note 9 for additional information regarding other gains and charges.
19
UPBOUND GROUP, INC. AND SUBSIDIARIES
NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS - (Continued)
(Unaudited)
|
|
Three Months Ended September 30, 2025 |
|
|||||||||||||||||
(in thousands) |
|
Acima |
|
|
Rent-A-Center |
|
|
Brigit |
|
|
Mexico |
|
|
Total |
|
|||||
Revenues |
|
$ |
|
|
$ |
|
|
$ |
|
|
$ |
|
|
$ |
|
|||||
Cost of revenues |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|||||
Gross profit |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|||||
Operating expenses |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|||||
Operating labor |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|||||
Non-labor operating expenses(1) |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|||||
Depreciation and amortization |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|||||
Other segment expenses(2) |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|||||
Segment operating profit |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|||||
Corporate |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
( |
) |
||||
Operating profit |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|||||
Debt refinancing charges |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|||||
Interest expense |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|||||
Interest income |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
( |
) |
||||
Earnings before income taxes |
|
|
|
|
|
|
|
|
|
|
|
|
|
$ |
|
|||||
(1) Includes Lease Charge-Offs of $
(2) Includes certain general and administrative expenses and other gains and charges. See Note 9 for additional information regarding other gains and charges.
|
|
Nine Months Ended September 30, 2025 |
|
|||||||||||||||||
(in thousands) |
|
Acima |
|
|
Rent-A-Center |
|
|
Brigit |
|
|
Mexico |
|
|
Total |
|
|||||
Revenues |
|
$ |
|
|
$ |
|
|
$ |
|
|
$ |
|
|
$ |
|
|||||
Cost of revenues |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|||||
Gross profit |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|||||
Operating expenses |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|||||
Operating labor |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|||||
Non-labor operating expenses(1) |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|||||
Depreciation and amortization |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|||||
Other segment expenses(2) |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|||||
Segment operating profit |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|||||
Corporate |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
( |
) |
||||
Operating profit |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|||||
Debt refinancing charges |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|||||
Interest expense |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|||||
Interest income |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
( |
) |
||||
Earnings before income taxes |
|
|
|
|
|
|
|
|
|
|
|
|
|
$ |
|
|||||
(1) Includes Lease Charge-Offs of $
(2) Includes certain general and administrative expenses and other gains and charges. See Note 9 for additional information regarding other gains and charges.
|
|
Three Months Ended September 30, |
|
|
Nine Months Ended September 30, |
|
||||||||||
(in thousands) |
|
2026 |
|
|
2025 |
|
|
2026 |
|
|
2025 |
|
||||
Capital expenditures |
|
|
|
|
|
|
|
|
|
|
|
|
||||
Acima |
|
$ |
|
|
$ |
|
|
$ |
|
|
$ |
|
||||
Rent-A-Center |
|
|
|
|
|
|
|
|
|
|
|
|
||||
Brigit |
|
|
|
|
|
|
|
|
|
|
|
|
||||
Mexico |
|
|
|
|
|
|
|
|
|
|
|
|
||||
Total operating segments |
|
|
|
|
|
|
|
|
|
|
|
|
||||
Corporate |
|
|
|
|
|
|
|
|
|
|
|
|
||||
Total capital expenditures |
|
$ |
|
|
$ |
|
|
$ |
|
|
$ |
|
||||
20
UPBOUND GROUP, INC. AND SUBSIDIARIES
NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS - (Continued)
(Unaudited)
(in thousands) |
|
September 30, 2026 |
|
|
December 31, 2025 |
|
||
On rent rental merchandise, net |
|
|
|
|
|
|
||
Acima |
|
$ |
|
|
$ |
|
||
Rent-A-Center |
|
|
|
|
|
|
||
Mexico |
|
|
|
|
|
|
||
Total on rent rental merchandise, net |
|
$ |
|
|
$ |
|
||
(in thousands) |
|
September 30, 2026 |
|
|
December 31, 2025 |
|
||
Held for rent rental merchandise, net |
|
|
|
|
|
|
||
Acima |
|
$ |
|
|
$ |
|
||
Rent-A-Center |
|
|
|
|
|
|
||
Mexico |
|
|
|
|
|
|
||
Total held for rent rental merchandise, net |
|
$ |
|
|
$ |
|
||
(in thousands) |
|
September 30, 2026 |
|
|
December 31, 2025 |
|
||
Assets by segment |
|
|
|
|
|
|
||
Acima |
|
$ |
|
|
$ |
|
||
Rent-A-Center |
|
|
|
|
|
|
||
Brigit |
|
|
|
|
|
|
||
Mexico |
|
|
|
|
|
|
||
Total operating segments |
|
|
|
|
|
|
||
Corporate |
|
|
|
|
|
|
||
Total assets |
|
$ |
|
|
$ |
|
||
Note 11 - Common Stock and Stock-Based Compensation
Stock Repurchase Program
In early December 2021, our Board of Directors authorized a stock repurchase program for up to $
Stock-Based Compensation
We recognized $
As described in Note 2, in connection with the acquisition of Brigit on January 31, 2025, we issued to the former owners of Brigit approximately
21
UPBOUND GROUP, INC. AND SUBSIDIARIES
NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS - (Continued)
(Unaudited)
On September 1, 2026, we granted certain market-based performance units, which vest based on the Company's stock price reaching specified stock price hurdles during the period from September 1, 2026 through the fourth anniversary of the date of grant, September 1, 2030 (“Performance Period”). A stock price hurdle will be considered attained on the first day that the Company’s average closing stock price over any twenty consecutive trading days during the Performance Period equals or exceeds the applicable stock price hurdle.
On April 3, 2024, we entered into a letter agreement with the Company’s former Chief Executive Officer as disclosed in our Current Report on Form 8-K dated as of April 5, 2024. The terms of the letter agreement included special provisions for his outstanding restricted stock awards vesting at various times through February 2027, which resulted in the acceleration of stock compensation expense for those awards in accordance with ASC Topic 718, “Stock-based Compensation”. Accelerated stock compensation expense recognized for the nine months ended September 30, 2025 due to this letter agreement was approximately $
Note 12 - Contingencies
Given the nature of our businesses and the heavily regulated industries in which we operate, we, along with our subsidiaries, are party to various legal proceedings and governmental inquiries and investigations. Certain legal proceedings and governmental inquiries and investigations involving us or our subsidiaries are described below. In addition to the matters described below, we are also party to other legal proceedings and governmental inquiries and investigations involving us or our subsidiaries, including arbitrations, litigation, putative class actions and other matters alleging various types of claims, including those based on consumer regulatory, contract, labor and employment and other alleged claims, that we believe, based on our current knowledge, will not have a material adverse effect on our business or our consolidated results of operations, financial condition or liquidity. However, in light of the uncertainties involved in such matters, including the fact that some pending legal proceedings are at preliminary stages or seek an indeterminate amount of damages, penalties, fines or other relief, it is possible that the outcome of one or more legal proceedings could have a material adverse impact on our results of operations, financial condition or liquidity.
We regularly monitor developments related to our legal proceedings and governmental inquiries and investigations, determine whether a reserve is appropriate if the loss is both probable and reasonably estimable, and review the adequacy of our reserves for such matters on a quarterly basis. Accordingly, we do not have reserves for all matters with respect to which we may ultimately incur liability, and no assurance can be given that our reserves, when recorded, will be adequate to cover the full amount of any loss we may ultimately incur. In addition, certain of these matters involve demands for monetary relief and changes to our business practices that could materially and adversely impact our business, financial condition and results of operations were we to agree to them as part of a settlement or be subject to them following an adverse result in litigation.
At September 30, 2026 and December 31, 2025, we had estimated legal accruals of $
Multistate Attorneys General Investigation. In November 2021, Acima received notice of a multistate investigation by a coalition of state attorneys general (the "Multistate") into the business acts and practices of Acima. Based on our discussions with the Multistate, it is our understanding that the investigation involves forty-three states.
We have reached a non-binding agreement in principle with the Multistate regarding the primary monetary and injunctive terms of a potential settlement, although any final binding settlement remains subject to negotiation and execution of definitive settlement agreements with each of the states in the Multistate. As of the date of this Quarterly Report on Form 10-Q, we are preparing settlement agreements for execution with each member of the Multistate. We are unable to provide assurance that we will be able to reach final binding settlement agreements. Any resolution of these matters would include monetary relief, reporting and other provisions, including a release of claims by the Attorneys General offices and injunctive relief regarding various aspects of Acima’s business. If, however, we are unable to reach final binding settlement agreements, some or all of such states may commence legal proceedings against Acima. We cannot provide any assurance that any adverse result in litigation will not require a monetary payment and/or changes to Acima’s business practices or operations that could materially and adversely affect our business, financial condition, results of operations or reputation.
22
UPBOUND GROUP, INC. AND SUBSIDIARIES
NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS - (Continued)
(Unaudited)
New York Attorney General Litigation. The New York Attorney General (the “NYAG”) issued a subpoena to Acima in January 2020, prior to our acquisition of Acima, seeking information with respect to various business practices in connection with Acima’s lease-to-own transactions. On August 14, 2024, the NYAG filed a lawsuit against Acima alleging violations of various consumer financial protection laws and regulations and seeking injunctive relief, unspecified monetary relief and civil penalties and other relief. Acima filed a motion to dismiss the NYAG’s lawsuit. On August 27, 2026, the trial court denied Acima’s motion to dismiss, except with respect to the allegations that Acima misrepresented that its LTO transactions would help improve consumers’ credit scores. All other claims, including the NYAG’s attempt to recharacterize Acima’s LTO transactions as disguised loans, survived the motion. As of the date of filing this Quarterly Report on Form 10-Q, Acima is actively engaged in settlement discussions with the NYAG. We cannot provide any assurance that Acima will be able to reach a settlement with the NYAG. We cannot provide any assurance that Acima will be successful in defending against the NYAG’s litigation or that an adverse result in litigation will not require a monetary payment and/or changes to Acima’s business practices or operations that could materially and adversely affect our business, financial condition, results of operations or reputation.
Note 13 - Earnings Per Common Share
Summarized basic and diluted earnings per common share were calculated as follows:
|
|
Three Months Ended September 30, |
|
|
Nine Months Ended September 30, |
|
||||||||||
(in thousands, except per share data) |
|
2026 |
|
|
2025 |
|
|
2026 |
|
|
2025 |
|
||||
Numerator: |
|
|
|
|
|
|
|
|
|
|
|
|
||||
Net earnings |
|
$ |
|
|
$ |
|
|
$ |
|
|
$ |
|
||||
Denominator: |
|
|
|
|
|
|
|
|
|
|
|
|
||||
Weighted-average shares outstanding |
|
|
|
|
|
|
|
|
|
|
|
|
||||
Effect of dilutive stock awards(1) |
|
|
|
|
|
|
|
|
|
|
|
|
||||
Weighted-average dilutive shares |
|
|
|
|
|
|
|
|
|
|
|
|
||||
|
|
|
|
|
|
|
|
|
|
|
|
|
||||
Basic earnings per common share |
|
$ |
|
|
$ |
|
|
$ |
|
|
$ |
|
||||
Diluted earnings per common share(1) |
|
$ |
|
|
$ |
|
|
$ |
|
|
$ |
|
||||
Anti-dilutive securities excluded from diluted earnings per common share: |
|
|
|
|
|
|
|
|
|
|
|
|
||||
Anti-dilutive restricted share units |
|
|
|
|
|
|
|
|
|
|
|
|
||||
Anti-dilutive performance share units |
|
|
|
|
|
|
|
|
|
|
|
|
||||
Anti-dilutive stock options |
|
|
|
|
|
|
|
|
|
|
|
|
||||
23
Item 2. Management’s Discussion and Analysis of Financial Condition and Results of Operations.
CAUTIONARY NOTE REGARDING FORWARD-LOOKING STATEMENTS
This Quarterly Report on Form 10-Q includes “forward-looking” statements within the meaning of the Private Securities Litigation Reform Act of 1995, Section 27A of the Securities Act of 1933, as amended (the “Securities Act”), and Section 21E of the Securities Exchange Act of 1934, as amended (the “Exchange Act”). Forward-looking statements can be identified by the fact that they do not relate strictly to historical or current facts. They often include words such as “believes,” “expects,” “anticipates,” “estimates,” “intends,” “plans,” “seeks” or words of similar meaning, or future or conditional verbs, such as “will,” “should,” “could,” “may,” “aims,” “intends,” or “projects.” These forward-looking statements include, without limitation, those relating to the impact of ongoing challenging macroeconomic conditions on our business, operations, financial performance and prospects, the future business prospects and financial performance of our Company as a whole and our segments, our growth strategies, our expectations, plans and strategy relating to our capital structure and capital allocation, including any share repurchases under our share repurchase program, the potential impact of the matters discussed in Note 12 - “Contingencies” in this Quarterly Report on Form 10-Q, and other statements that are not historical facts. Unless expressly indicated or the context requires otherwise, the terms “Upbound Group, Inc.,” “Company,” “we,” “us,” and “our” in this document refer to Upbound Group, Inc. and, where appropriate, its subsidiaries.
A forward-looking statement is neither a prediction nor a guarantee of future events or circumstances, and those future events or circumstances may not occur. You should not place undue reliance on forward-looking statements, which speak only as of the date of this Quarterly Report on Form 10-Q. These forward-looking statements are based on currently available operating, financial and competitive information and are subject to various risks and uncertainties. Our actual future results and trends may differ materially and adversely depending on a variety of factors, including, but not limited to, the risks and uncertainties discussed under “Risk Factors” and “Management’s Discussion and Analysis of Financial Condition and Results of Operations” in our Annual Report on Form 10-K for the year ended December 31, 2025 and “Management’s Discussion and Analysis of Financial Condition and Results of Operations” below. Given these risks and uncertainties, you should not rely on forward-looking statements as a prediction of actual results. Any or all of the forward-looking statements contained in this Quarterly Report on Form 10-Q and any other public statement made by us, including by our management, may turn out to be incorrect. We are including this cautionary note to make applicable and take advantage of the safe harbor provisions of the Private Securities Litigation Reform Act of 1995 for forward-looking statements. Except as required by law, we expressly disclaim any obligation to update or revise any forward-looking statements, whether as a result of new information, future events, changes in assumptions or otherwise. Factors that could cause or contribute to these differences include, but are not limited to:
24
25
Additional important factors that could cause our actual results to differ materially from our expectations are discussed under the section “Risk Factors” in our Annual Report on Form 10-K for the year ended December 31, 2025 and elsewhere in this Quarterly Report on Form 10-Q.
Our Business
We are a technology and data-driven leader in accessible and inclusive financial solutions that address the evolving needs and aspirations of underserved consumers. Through our Acima and Rent-A-Center segments, we are a leading lease-to-own provider with operations in the United States, Puerto Rico and Mexico. We provide a critical service for underserved consumers by providing them with access to, and the opportunity to obtain ownership of, high-quality, name brand durable products under a flexible lease-purchase agreement with no long-term debt obligation. Our Acima segment offers lease-to-own solutions through retailers in stores and online enabling such retailers to grow sales by expanding their customer base utilizing our differentiated offering and allowing customers to access our flexible lease-to-own solutions at thousands of retailers and to lease a wide range of durable products. Through our Rent-A-Center segment, we provide a fully integrated customer experience through our e-commerce platform and brick and mortar presence.
26
On January 31, 2025, we completed the acquisition of Brigit, a holistic financial health technology company that has helped millions of customers improve their financial health and literacy, find ways to earn and save money, obtain early access to their earned wages ("cash advances"), build their credit through savings and protect themselves from identity theft. Its mission is to help customers build a better financial future. See Note 2 in our condensed consolidated financial statements included in this Quarterly Report on Form 10-Q for additional information.
We were incorporated in the State of Delaware in 1986, and our common stock is traded on the Nasdaq Global Select Market under the ticker symbol “UPBD.”
Executive Summary
Our Strategy
Our strategy is focused on achieving our mission to elevate financial opportunity for all and growing our business through emphasis on the following key initiatives:
As we pursue our strategy, we have taken, and may in the future take, advantage of joint venture, partnership, or merger and acquisition opportunities from time to time that advance our key initiatives and elevate the financial mobility of underserved consumers.
Recent Developments
Dividend. On September 24, 2026, we announced that our board of directors approved a quarterly cash dividend of $0.39 per share. The dividend was paid on October 27, 2026 to our common stockholders of record as of the close of business on October 6, 2026.
Business and Operational Trends
Macroeconomic Conditions. In recent years, we have experienced significant change in business and operational trends driven by macroeconomic conditions, which have directly impacted our customers as well as our operations, including significant changes in the U.S. consumer price index, changes in demand for certain consumer retail categories, changes in consumer payment behaviors, a condensed labor market, which has also contributed to wage inflation, rapid increases in interest rates, changes in tariff and trade policies, and global supply chain disruptions resulting in reduced product availability and rising product costs.
While our businesses have historically remained resilient through various economic cycles, the full extent to which our risk management strategy and these macroeconomic trends (including consumer spending and payment behavior) may impact the Company in future periods is uncertain. The continuation of volatile macroeconomic trends may have a material adverse impact on our financial statements, including our results of operations, operating cash flows, liquidity and capital resources.
See “Risk Factors” in Part I, Item 1A in our Annual Report on Form 10-K for the year ended December 31, 2025, for additional discussion of impacts to our business and additional risks associated with macroeconomic conditions.
Rent-A-Center e-commerce revenue. In recent years, e-commerce revenues have increased over time as a percentage of total rentals and fees revenue in our Rent-A-Center segment. For the nine months ended September 30, 2026 and 2025, e-commerce revenues represented
27
approximately 28% and 27% of total lease-to-own revenues, respectively. Due to recent trends in consumer shopping behaviors and expectations, we believe e-commerce solutions are an important part of our lease-to-own offering. However, we are unable to quantify the extent to which e-commerce revenues are incremental compared to what our overall revenues would have been in the absence of those e-commerce transactions. In addition, the profitability of e-commerce transactions can be impacted by different merchandise loss factors compared to traditional store-based transactions in the Rent-A-Center segment. Therefore, we are unable to determine with certainty whether the continuation of this trend toward increased e-commerce transactions will have a significant impact on our financial statements in future periods or be ultimately favorable or unfavorable to our financial results.
Results of Operations
The following discussion focuses on our results of operations and our liquidity and capital resources. You should read this discussion in conjunction with the condensed consolidated financial statements and notes thereto for the nine months ended September 30, 2026 included in Part I, Item 1 of this Quarterly Report on Form 10-Q.
Key Metrics
Gross Merchandise Volume (“GMV”): The Company defines Gross Merchandise Volume as the retail value in U.S. dollars of merchandise acquired by the Acima segment that is leased to customers through a transaction that occurs within a defined period, net of estimated cancellations as of the measurement date.
Lease Portfolio Value: Represents the aggregate dollar value of the expected monthly rental income associated with current active lease agreements from our Company-owned Rent-A-Center lease-to-own stores and e-commerce platform at the end of any given period.
Same Store Lease Portfolio Value: Represents the aggregate dollar value of the expected monthly rental income associated with current active lease agreements from our Company-owned Rent-A-Center lease-to-own stores that were operated by us for 13 months or more at the end of any given period. The Company excludes from the same store base any store that receives a certain level of customer accounts from closed stores or acquisitions. The receiving store will be eligible for inclusion in the same store base in the 30th full month following account transfer.
Same Store Sales: Same store sales generally represents revenue earned in Company-owned Rent-A-Center stores that were operated by us for 13 months or more and are reported on a constant currency basis as a percentage of total revenue earned in stores of the segment during the indicated period. The Company excludes from the same store sales base any store that receives a certain level of customer accounts from closed stores or acquisitions. The receiving store will be eligible for inclusion in the same store sales base in the 30th full month following account transfer.
Lease Charge-Offs (“LCOs”): Represents charge-offs of the net book value of unrecoverable on-rent merchandise with lease-to-own customers who are past due. This is typically expressed as a percentage of revenues for the applicable period. For the Rent-A-Center segment, LCOs exclude Get It Now, Home Choice and franchise-owned Rent-A-Center locations. For the Acima segment, LCOs exclude fraudulent lease-to-own contract losses.
Brigit Net Advance Losses: Represents charge-offs of Brigit uncollectible cash advances that are more than 45 days past due. This is typically expressed as a percentage of total cash advances originated in the applicable period.
Overview
We report four operating segments: Acima, Rent-A-Center, Brigit and Mexico. The following briefly summarizes our financial performance for the nine months ended September 30, 2026 as compared to the nine months ended September 30, 2025 on a consolidated basis and for our operating segments.
During the nine months ended September 30, 2026, consolidated revenues and gross profit increased by approximately $30.7 million and $76.5 million, respectively, primarily due to an increase in Brigit segment revenues, partially offset by decreases in Rent-A-Center and Acima segment revenues described below. Operating profit increased by approximately $36.8 million, partly due to the increase in gross profit noted above and a decrease in other gains and charges of $36.8 million, partially offset by increases in non-labor operating expenses of $73.4 million.
Acima segment revenues decreased approximately $44.6 million for the nine months ended September 30, 2026, primarily due to lower rentals and fees revenues and merchandise sales revenues of $23.6 million and $20.7 million, respectively, primarily due to a decrease in GMV. Operating profit increased approximately $6.0 million for the nine months ended September 30, 2026, primarily due to an
28
increase in gross profit of $10.9 million and decreases in non-labor operating expenses and operating labor of $6.2 million and $2.6 million, respectively, partially offset by an increase in other gains and charges of $13.4 million. See “Segment Performance” below for further discussion of Acima segment operating results for the nine months ended September 30, 2026.
Revenues in our Rent-A-Center segment decreased approximately $10.3 million for the nine months ended September 30, 2026, primarily due to decreases in merchandise sales and other revenues of $13.2 million and $9.1 million, respectively, primarily resulting from fewer customers electing early purchase options and lower franchise revenues, partially offset by an increase in rentals and fees revenues of $12.0 million. Operating profit decreased approximately $13.3 million for the nine months ended September 30, 2026, primarily due to a decrease in gross profit of approximately $10.5 million driven by lower revenues, in addition to higher non-labor operating expenses of approximately $20.9 million, partially offset by decreases in general and administrative expenses and operating labor expenses of approximately $10.6 million and $2.4 million, respectively. See “Segment Performance” below for further discussion of Rent-A-Center segment operating results for the nine months ended September 30, 2026.
The Brigit segment revenues and gross profit increased by $76.2 million and $70.1 million, respectively, for the nine months ended September 30, 2026, partially due to only eight months being included in operating results for the nine months ended September 30, 2025 following the Closing Date, in addition to an increase in Brigit subscription customers during the nine months ended September 30, 2026. See “Segment Performance” below for further discussion of Brigit segment operating results for the nine months ended September 30, 2026.
The Mexico segment revenues and gross profit increased by 15.9% and 14.4% for the nine months ended September 30, 2026, respectively, primarily due to positive impacts of exchange rate fluctuations. See “Segment Performance” below for further discussion of Mexico segment operating results for the nine months ended September 30, 2026.
Cash flow from operations was $457.1 million for the nine months ended September 30, 2026. As of September 30, 2026, we held $125.1 million of cash and cash equivalents and had outstanding indebtedness of $1.4 billion.
29
The following table is a reference for the discussion that follows.
|
|
Three Months Ended September 30, |
|
|
Change |
|
|
Nine Months Ended September 30, |
|
|
Change |
|
||||||||||||||||||||
(dollar amounts in thousands) |
|
2026 |
|
|
2025 |
|
|
$ |
|
|
% |
|
|
2026 |
|
|
2025 |
|
|
$ |
|
|
% |
|
||||||||
Revenues |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
||||||||
Rentals and fees |
|
$ |
881,264 |
|
|
$ |
901,342 |
|
|
$ |
(20,078 |
) |
|
|
(2.2 |
)% |
|
$ |
2,701,393 |
|
|
$ |
2,705,137 |
|
|
$ |
(3,744 |
) |
|
|
(0.1 |
)% |
Merchandise sales |
|
|
180,165 |
|
|
|
198,095 |
|
|
|
(17,930 |
) |
|
|
(9.1 |
)% |
|
|
593,216 |
|
|
|
626,557 |
|
|
|
(33,341 |
) |
|
|
(5.3 |
)% |
Subscriptions and fees |
|
|
78,775 |
|
|
|
57,663 |
|
|
|
21,112 |
|
|
|
36.6 |
% |
|
|
217,589 |
|
|
|
141,414 |
|
|
|
76,175 |
|
|
|
53.9 |
% |
Other |
|
|
5,957 |
|
|
|
7,617 |
|
|
|
(1,660 |
) |
|
|
(21.8 |
)% |
|
|
17,118 |
|
|
|
25,508 |
|
|
|
(8,390 |
) |
|
|
(32.9 |
)% |
Total revenues |
|
|
1,146,161 |
|
|
|
1,164,717 |
|
|
|
(18,556 |
) |
|
|
(1.6 |
)% |
|
|
3,529,316 |
|
|
|
3,498,616 |
|
|
|
30,700 |
|
|
|
0.9 |
% |
Cost of revenues |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
||||||||
Cost of rentals and fees |
|
|
345,213 |
|
|
|
364,146 |
|
|
|
(18,933 |
) |
|
|
(5.2 |
)% |
|
|
1,053,401 |
|
|
|
1,074,750 |
|
|
|
(21,349 |
) |
|
|
(2.0 |
)% |
Cost of merchandise sold |
|
|
212,828 |
|
|
|
230,864 |
|
|
|
(18,036 |
) |
|
|
(7.8 |
)% |
|
|
691,660 |
|
|
|
722,213 |
|
|
|
(30,553 |
) |
|
|
(4.2 |
)% |
Cost of subscriptions and fees |
|
|
7,901 |
|
|
|
6,631 |
|
|
|
1,270 |
|
|
|
19.2 |
% |
|
|
22,736 |
|
|
|
16,623 |
|
|
|
6,113 |
|
|
|
36.8 |
% |
Total cost of revenues |
|
|
565,942 |
|
|
|
601,641 |
|
|
|
(35,699 |
) |
|
|
(5.9 |
)% |
|
|
1,767,797 |
|
|
|
1,813,586 |
|
|
|
(45,789 |
) |
|
|
(2.5 |
)% |
Gross profit |
|
|
580,219 |
|
|
|
563,076 |
|
|
|
17,143 |
|
|
|
3.0 |
% |
|
|
1,761,519 |
|
|
|
1,685,030 |
|
|
|
76,489 |
|
|
|
4.5 |
% |
Operating expenses |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
||||||||
Operating labor |
|
|
147,408 |
|
|
|
151,726 |
|
|
|
(4,318 |
) |
|
|
(2.8 |
)% |
|
|
448,816 |
|
|
|
449,985 |
|
|
|
(1,169 |
) |
|
|
(0.3 |
)% |
Non-labor operating expenses |
|
|
254,034 |
|
|
|
242,078 |
|
|
|
11,956 |
|
|
|
4.9 |
% |
|
|
764,552 |
|
|
|
691,233 |
|
|
|
73,319 |
|
|
|
10.6 |
% |
General and administrative expenses |
|
|
60,922 |
|
|
|
50,248 |
|
|
|
10,674 |
|
|
|
21.2 |
% |
|
|
177,687 |
|
|
|
177,445 |
|
|
|
242 |
|
|
|
0.1 |
% |
Depreciation and amortization |
|
|
14,192 |
|
|
|
12,900 |
|
|
|
1,292 |
|
|
|
10.0 |
% |
|
|
42,254 |
|
|
|
38,135 |
|
|
|
4,119 |
|
|
|
10.8 |
% |
Other gains and charges |
|
|
32,482 |
|
|
|
53,371 |
|
|
|
(20,889 |
) |
|
|
(39.1 |
)% |
|
|
125,332 |
|
|
|
162,130 |
|
|
|
(36,798 |
) |
|
|
(22.7 |
)% |
Total operating expenses |
|
|
509,038 |
|
|
|
510,323 |
|
|
|
(1,285 |
) |
|
|
(0.3 |
)% |
|
|
1,558,641 |
|
|
|
1,518,928 |
|
|
|
39,713 |
|
|
|
2.6 |
% |
Operating profit |
|
|
71,181 |
|
|
|
52,753 |
|
|
|
18,428 |
|
|
|
34.9 |
% |
|
|
202,878 |
|
|
|
166,102 |
|
|
|
36,776 |
|
|
|
22.1 |
% |
Debt refinancing charges |
|
|
— |
|
|
|
4,894 |
|
|
|
(4,894 |
) |
|
|
(100.0 |
)% |
|
|
— |
|
|
|
4,894 |
|
|
|
(4,894 |
) |
|
|
(100.0 |
)% |
Interest expense, net |
|
|
24,454 |
|
|
|
27,989 |
|
|
|
(3,535 |
) |
|
|
(12.6 |
)% |
|
|
75,622 |
|
|
|
82,978 |
|
|
|
(7,356 |
) |
|
|
(8.9 |
)% |
Earnings before income taxes |
|
|
46,727 |
|
|
|
19,870 |
|
|
|
26,857 |
|
|
|
135.2 |
% |
|
|
127,256 |
|
|
|
78,230 |
|
|
|
49,026 |
|
|
|
62.7 |
% |
Income tax expense |
|
|
12,456 |
|
|
|
6,649 |
|
|
|
5,807 |
|
|
|
87.3 |
% |
|
|
35,612 |
|
|
|
24,731 |
|
|
|
10,881 |
|
|
|
44.0 |
% |
Net earnings |
|
$ |
34,271 |
|
|
$ |
13,221 |
|
|
$ |
21,050 |
|
|
|
159.2 |
% |
|
$ |
91,644 |
|
|
$ |
53,499 |
|
|
$ |
38,145 |
|
|
|
71.3 |
% |
Three Months Ended September 30, 2026, compared to Three Months Ended September 30, 2025
Revenue. Total revenues decreased by $18.5 million, or 1.6%, to $1,146.2 million for the three months ended September 30, 2026, from $1,164.7 million for the three months ended September 30, 2025. This decrease was primarily due to decreases of approximately $40.5 million and $2.1 million in the Acima and Rent-A-Center segments, respectively, partially offset by increases of approximately $21.1 million and $2.9 million in the Brigit and Mexico segments, respectively, as discussed further in the “Segment Performance” section below.
Cost of Rentals and Fees. Cost of rentals and fees consists primarily of depreciation of rental merchandise. Cost of rentals and fees for the three months ended September 30, 2026 decreased by $18.9 million, or 5.2%, to $345.2 million as compared to $364.1 million for the three months ended September 30, 2025. The decrease was primarily attributable to a decrease of approximately $19.5 million in the Acima segment driven by decreases in rentals and fees revenues and merchandise sales revenues. Cost of rentals and fees expressed as a percentage of rentals and fees revenue decreased to 39.2% for the three months ended September 30, 2026, as compared to 40.4% for the three months ended September 30, 2025.
Cost of Merchandise Sold. Cost of merchandise sold represents the net book value of rental merchandise at time of sale. Cost of merchandise sold decreased by $18.1 million, or 7.8%, to $212.8 million for the three months ended September 30, 2026, from $230.9 million for the three months ended September 30, 2025, primarily attributable to a decrease of $21.2 million in the Acima segment, driven by lower revenues, partially offset by an increase of approximately $2.9 million in the Rent-A-Center segment. The gross margin percent of merchandise sales decreased to (18.1)% for the three months ended September 30, 2026, from (16.5)% for the three months ended September 30, 2025.
Gross Profit. Gross profit increased by $17.1 million, or 3.0%, to $580.2 million for the three months ended September 30, 2026, from $563.1 million for the three months ended September 30, 2025, primarily due to increases of $19.9 million and $2.1 million in the Brigit
30
and Mexico segments, respectively, partially offset by a decrease of $4.9 million in the Rent-A-Center segment, as discussed further in the section “Segment Performance” below. Gross profit as a percentage of total revenue increased to 50.6% for the three months ended September 30, 2026, from 48.3% for the three months ended September 30, 2025, primarily due to mix-shift changes between subscriptions and fees product categories in the Brigit segment and fewer customers exercising early purchase options in the Acima segment.
Operating Labor. Operating labor includes all salaries and wages paid to operational employees and district managers, together with payroll taxes and benefits. Operating labor decreased by $4.3 million or 2.8% to $147.4 million for the three months ended September 30, 2026, as compared to $151.7 million for the three months ended September 30, 2025. Operating labor expressed as a percentage of total revenue was 12.9% for the three months ended September 30, 2026, as compared to 13.0% for the three months ended September 30, 2025.
Non-Labor Operating Expenses. Non-labor operating expenses include LCOs, occupancy, delivery, advertising, selling, insurance, travel and other operating expenses. Non-labor operating expenses increased by $11.9 million, or 4.9%, to $254.0 million for the three months ended September 30, 2026, as compared to $242.1 million for the three months ended September 30, 2025, primarily due to increases of $14.1 million, $6.5 million and $1.0 million in the Brigit, Rent-A-Center and Mexico segments, respectively, partially offset by a decrease of $9.6 million in the Acima segment. The increase in the Brigit segment was primarily due to higher customer advance losses and advertising expenses of $7.7 million and $4.1 million, respectively, for the three months ended September 30, 2026, compared to the three months ended September 30, 2025. Non-labor operating expenses expressed as a percentage of total revenue was 22.2% for the three months ended September 30, 2026, compared to 20.8% for the three months ended September 30, 2025.
General and Administrative Expenses. General and administrative expenses include all corporate overhead expenses related to our headquarters such as salaries, payroll taxes and benefits, stock-based compensation, occupancy, administrative and other expenses, as well as salaries and labor costs for our regional directors, divisional vice presidents and executive vice presidents. General and administrative expenses increased by $10.7 million, or 21.2%, to $60.9 million for the three months ended September 30, 2026, as compared to $50.2 million for the three months ended September 30, 2025, primarily due to an increase of $9.5 million in Corporate costs driven by higher compensation and outside service costs. General and administrative expenses expressed as a percentage of total revenue was 5.3% for the three months ended September 30, 2026, compared to 4.3% for the three months ended September 30, 2025.
Other Gains and Charges. Other gains and charges decreased by $20.9 million to $32.5 million for the three months ended September 30, 2026, as compared to $53.4 million for the three months ended September 30, 2025. The decrease in other gains and charges was driven primarily by decreases of $12.7 million in estimated legal accruals and related litigation and defense expenses as described in Note 12 of our condensed consolidated financial statements included in this Quarterly Report on Form 10-Q, $11.6 million in asset impairment related to the closure of approximately 50 franchise store locations in the third quarter of 2025 and $5.1 million related to stock compensation expense associated with the vesting of the Brigit acquisition equity consideration, partially offset by an increase of $6.0 million related to store consolidations during the three months ended September 30, 2026.
Operating Profit. Operating profit increased by $18.4 million, or 34.9%, to $71.2 million for the three months ended September 30, 2026, as compared to $52.8 million for the three months ended September 30, 2025, primarily due to an increase in gross profit, in addition to decreases in other gains and charges and operating labor, partially offset by increases in non-labor operating expenses and general and administrative expenses as described above. Operating profit expressed as a percentage of total revenue was 6.2% for the three months ended September 30, 2026, compared to 4.5% for the three months ended September 30, 2025.
Income Tax Expense. Income tax expense increased by $5.9 million to $12.5 million for the three months ended September 30, 2026, as compared to $6.6 million for the three months ended September 30, 2025, primarily due to the increase in earnings before income taxes partially offset by a lower effective tax rate for the three months ended September 30, 2026 compared to the three months ended September 30, 2025.
Nine months ended September 30, 2026, compared to Nine months ended September 30, 2025
Revenue. Total revenues increased by $30.7 million, or 0.9%, to $3,529.3 million for the nine months ended September 30, 2026, from $3,498.6 million for the nine months ended September 30, 2025. This increase was primarily due to increases of approximately $76.2 million and $9.3 million in the Brigit and Mexico segments, respectively, partially offset by decreases of approximately $44.6 million and $10.3 million in the Acima and Rent-A-Center segments, respectively, as discussed further in the “Segment Performance” section below.
31
Cost of Rentals and Fees. Cost of rentals and fees consists primarily of depreciation of rental merchandise. Cost of rentals and fees for the nine months ended September 30, 2026 decreased by $21.4 million, or 2.0%, to $1,053.4 million as compared to $1,074.8 million for the nine months ended September 30, 2025. The decrease was primarily attributable to decreases of approximately $17.4 million and $6.4 million in the Acima and Rent-A-Center segments, respectively, partially offset by an increase of approximately $2.5 million in the Mexico segment, driven by an increase in rentals and fees revenue. Cost of rentals and fees expressed as a percentage of rentals and fees revenue decreased to 39.0% for the nine months ended September 30, 2026, as compared to 39.7% for the nine months ended September 30, 2025.
Cost of Merchandise Sold. Cost of merchandise sold represents the net book value of rental merchandise at time of sale. Cost of merchandise sold decreased by $30.5 million, or 4.2%, to $691.7 million for the nine months ended September 30, 2026, from $722.2 million for the nine months ended September 30, 2025, primarily attributable to a decrease of $38.0 million in the Acima segment, driven by lower merchandise sales, partially offset by an increase of approximately $6.7 million in the Rent-A-Center segment. The gross margin percent of merchandise sales decreased to (16.6)% for the nine months ended September 30, 2026, from (15.3)% for the nine months ended September 30, 2025.
Gross Profit. Gross profit increased by $76.5 million, or 4.5%, to $1,761.5 million for the nine months ended September 30, 2026, from $1,685.0 million for the nine months ended September 30, 2025, primarily due to increases of $70.1 million, $10.9 million and $6.0 million in the Brigit, Acima and Mexico segments, respectively, partially offset by a decrease of $10.5 million in the Rent-A-Center segment, as discussed further in the section “Segment Performance” below. Gross profit as a percentage of total revenue increased to 49.9% for the nine months ended September 30, 2026, from 48.2% for the nine months ended September 30, 2025.
Operating Labor. Operating labor includes all salaries and wages paid to operational employees and district managers, together with payroll taxes and benefits. Operating labor decreased by $1.2 million to $448.8 million for the nine months ended September 30, 2026, as compared to $450.0 million for the nine months ended September 30, 2025. Operating labor expressed as a percentage of total revenue was 12.7% for the nine months ended September 30, 2026, as compared to 12.9% for the nine months ended September 30, 2025.
Non-Labor Operating Expenses. Non-labor operating expenses include LCOs, occupancy, delivery, advertising, selling, insurance, travel and other operating expenses. Non-labor operating expenses increased by $73.4 million, or 10.6%, to $764.6 million for the nine months ended September 30, 2026, as compared to $691.2 million for the nine months ended September 30, 2025, due to increases of $54.2 million, $20.9 million and $4.5 million in the Brigit, Rent-A-Center, and Mexico segments, respectively, partially offset by a decrease of $6.2 million in the Acima segment. The increase in the Brigit segment was partially due to the nine months ended September 30, 2025 including only eight months of expenses after the Closing Date, in addition to higher net advance losses and advertising expenses of $24.2 million and $22.6 million, respectively. Non-labor operating expenses expressed as a percentage of total revenue was 21.7% for the nine months ended September 30, 2026, compared to 19.8% for the nine months ended September 30, 2025.
General and Administrative Expenses. General and administrative expenses include all corporate overhead expenses related to our headquarters such as salaries, payroll taxes and benefits, stock-based compensation, occupancy, administrative and other expenses, as well as salaries and labor costs for our regional directors, divisional vice presidents and executive vice presidents. General and administrative expenses increased by $0.3 million, or 0.1%, to $177.7 million for the nine months ended September 30, 2026, as compared to $177.4 million for the nine months ended September 30, 2025. General and administrative expenses expressed as a percentage of total revenue was 5.0% for the nine months ended September 30, 2026, compared to 5.1% for the nine months ended September 30, 2025.
Other Gains and Charges. Other gains and charges decreased by $36.8 million or 22.7% to $125.3 million for the nine months ended September 30, 2026, as compared to $162.1 million for the nine months ended September 30, 2025. The decrease in other gains and charges was driven primarily by decreases of $52.9 million in estimated legal accruals and related litigation and defense expenses as described in Note 12 of our condensed consolidated financial statements included in this Quarterly Report on Form 10-Q and $10.3 million in asset impairment primarily related to the closure of approximately 50 franchise store locations in the third quarter of 2025, partially offset by increases of $13.3 million related to Acima fraudulent lease-to-own contract losses and $9.9 million related to store consolidations in the first half of 2026.
Operating Profit. Operating profit increased by $36.8 million, or 22.1%, to $202.9 million for the nine months ended September 30, 2026, as compared to $166.1 million for the nine months ended September 30, 2025, primarily due to increases in revenues and gross profit, in addition to a decrease in other gains and charges, partially offset by an increase in non-labor operating expenses, as described above. Operating profit expressed as a percentage of total revenue was 5.7% for the nine months ended September 30, 2026, compared to 4.7% for the nine months ended September 30, 2025.
32
Income Tax Expense. Income tax expense increased by $10.9 million to $35.6 million for the nine months ended September 30, 2026, as compared to $24.7 million for the nine months ended September 30, 2025, primarily due to the increase in earnings before income taxes partially offset by a lower effective tax rate for the nine months ended September 30, 2026 compared to the nine months ended September 30, 2025.
Segment Performance
Acima segment
|
|
Three Months Ended September 30, |
|
|
Change |
|
|
Nine Months Ended September 30, |
|
|
Change |
|
||||||||||||||||||||
(dollar amounts in thousands) |
|
2026 |
|
|
2025 |
|
|
$ |
|
|
% |
|
|
2026 |
|
|
2025 |
|
|
$ |
|
|
% |
|
||||||||
Revenues |
|
$ |
584,725 |
|
|
$ |
625,272 |
|
|
$ |
(40,547 |
) |
|
|
(6.5 |
)% |
|
$ |
1,836,943 |
|
|
$ |
1,881,526 |
|
|
$ |
(44,583 |
) |
|
|
(2.4 |
)% |
Gross profit |
|
|
183,367 |
|
|
|
183,277 |
|
|
|
90 |
|
|
|
0.0 |
% |
|
|
575,614 |
|
|
|
564,717 |
|
|
|
10,897 |
|
|
|
1.9 |
% |
Operating profit |
|
|
74,693 |
|
|
|
63,687 |
|
|
|
11,006 |
|
|
|
17.3 |
% |
|
|
225,403 |
|
|
|
219,398 |
|
|
|
6,005 |
|
|
|
2.7 |
% |
Gross merchandise volume(1) |
|
|
430,790 |
|
|
|
484,030 |
|
|
|
(53,240 |
) |
|
|
(11.0 |
)% |
|
|
1,324,069 |
|
|
|
1,460,255 |
|
|
|
(136,186 |
) |
|
|
(9.3 |
)% |
Revenues. The decrease in revenues for the three months ended September 30, 2026 as compared to the three months ended September 30, 2025 was primarily due to a decreases in rentals and fees and merchandise sales revenues of $27.1 million and $13.3 million, respectively, driven by lower GMV. In addition the decrease in revenues for the nine months ended September 30, 2026, as compared to the nine months ended September 30, 2025 was due to decreases in rentals and fees and merchandise sales revenues of $23.6 million and $20.7 million, respectively.
Gross Profit. Gross profit increased for the three and nine months ended September 30, 2026 as compared to the three and nine months ended September 30, 2025, primarily driven by fewer customers exercising early purchase options. Gross profit as a percentage of segment revenues increased to 31.4% and 31.3% for the three and nine months ended September 30, 2026, respectively, compared to 29.3% and 30.0% for the three and nine months ended September 30, 2025, respectively, primarily due to fewer customers exercising early purchase options.
Operating Profit. Operating profit as a percentage of segment revenues increased to 12.8% and 12.3% for the three and nine months ended September 30, 2026, respectively, compared to 10.2% and 11.7% for the three and nine months ended September 30, 2025, respectively, primarily due to the increase in gross profit margin described above. Merchandise losses in our Acima locations due to LCOs, expressed as a percentage of segment revenues, were approximately 8.7% and 8.8% for the three and nine months ended September 30, 2026, respectively, compared to 9.7% and 9.3% for the three and nine months ended September 30, 2025, respectively. Merchandise losses in our Acima locations due to other merchandise losses, expressed as a percentage of segment revenues, were approximately 0.6% and 0.5% for the three and nine months ended September 30, 2026, respectively, compared to 0.4% for both the three and nine months ended September 30, 2025, respectively.
Rent-A-Center segment
|
|
Three Months Ended September 30, |
|
|
Change |
|
|
Nine Months Ended September 30, |
|
|
Change |
|
||||||||||||||||||||
(dollar amounts in thousands) |
|
2026 |
|
|
2025 |
|
|
$ |
|
|
% |
|
|
2026 |
|
|
2025 |
|
|
$ |
|
|
% |
|
||||||||
Revenues |
|
$ |
459,045 |
|
|
$ |
461,090 |
|
|
$ |
(2,045 |
) |
|
|
(0.4 |
)% |
|
$ |
1,407,031 |
|
|
$ |
1,417,233 |
|
|
$ |
(10,202 |
) |
|
|
(0.7 |
)% |
Gross profit |
|
|
309,172 |
|
|
|
314,025 |
|
|
|
(4,853 |
) |
|
|
(1.5 |
)% |
|
|
943,319 |
|
|
|
953,809 |
|
|
|
(10,490 |
) |
|
|
(1.1 |
)% |
Operating profit |
|
|
55,613 |
|
|
|
56,420 |
|
|
|
(807 |
) |
|
|
(1.4 |
)% |
|
|
172,549 |
|
|
|
185,836 |
|
|
|
(13,287 |
) |
|
|
(7.1 |
)% |
Lease portfolio value(1) |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
128,506 |
|
|
|
129,374 |
|
|
|
(868 |
) |
|
|
(0.7 |
)% |
||||
Same store lease portfolio value(1) |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
105,774 |
|
|
|
105,262 |
|
|
|
512 |
|
|
|
0.5 |
% |
||||
Change in same store revenue(1) |
|
|
|
|
|
|
|
|
|
|
|
1.8 |
% |
|
|
|
|
|
|
|
|
|
|
|
1.2 |
% |
||||||
Stores in same store revenue calculation |
|
|
|
|
|
|
|
|
|
|
|
1,386 |
|
|
|
|
|
|
|
|
|
|
|
|
1,386 |
|
||||||
Revenues. The decrease in revenue for the three and nine months ended September 30, 2026, as compared to the three and nine months ended September 30, 2025, was primarily due to decreases in merchandise sales of $4.7 million and $13.2 million, respectively, primarily resulting from fewer customers electing early purchase options and decreases in other revenue of $2.3 million and $9.1 million, respectively, due to lower franchise revenues, partially offset by increases in rentals and fees of $5.0 million and $12.0 million, respectively.
33
Gross Profit. Gross profit decreased for the three and nine months ended September 30, 2026, as compared to the three and nine months ended September 30, 2025, driven primarily by the decrease in revenues described above. Gross profit as a percentage of segment revenues was 67.4% and 67.0% for the three and nine months ended September 30, 2026, respectively, and 68.1% and 67.3% for the three and nine months ended September 30, 2025, respectively.
Operating Profit. Operating profit as a percentage of segment revenues was 12.1% and 12.3% for the three and nine months ended September 30, 2026, respectively, compared to 12.2% and 13.1% for the three and nine months ended September 30, 2025, respectively. The decrease in operating profit margin for the three and nine months ended September 30, 2026, as compared to the three and nine months ended September 30, 2025, was partially driven by the decrease in gross profit described above, in addition to increases in merchandise losses, advertising expenses, and insurance costs. Merchandise losses in our company-owned Rent-A-Center lease-to-own stores due to LCOs, expressed as a percentage of Rent-A-Center lease-to-own revenues, were approximately 5.4% and 5.0% for the three and nine months ended September 30, 2026, respectively, compared to 4.7% for both the three and nine months ended September 30, 2025. Other merchandise losses in our company-owned Rent-A-Center lease-to-own stores, expressed as a percentage of Rent-A-Center lease-to-own revenues, were approximately 1.1% and 1.0% for the three and nine months ended September 30, 2026, respectively, compared to 1.0% and 0.9% for the three and nine months ended September 30, 2025, respectively. Other merchandise losses include unrepairable and missing merchandise and loss/damage waiver claims.
Brigit segment
|
|
Three Months Ended September 30, |
|
|
Change |
|
|
Nine Months Ended September 30, |
|
|
Change |
|
||||||||||||||||||||
(dollar amounts in thousands) |
|
2026 |
|
|
2025 |
|
|
$ |
|
|
% |
|
|
2026 |
|
|
2025 |
|
|
$ |
|
|
% |
|
||||||||
Revenues |
|
$ |
78,775 |
|
|
$ |
57,663 |
|
|
$ |
21,112 |
|
|
|
36.6 |
% |
|
$ |
217,589 |
|
|
$ |
141,414 |
|
|
$ |
76,175 |
|
|
|
53.9 |
% |
Gross profit |
|
|
70,874 |
|
|
|
51,032 |
|
|
|
19,842 |
|
|
|
38.9 |
% |
|
|
194,853 |
|
|
|
124,791 |
|
|
|
70,062 |
|
|
|
56.1 |
% |
Operating profit |
|
|
8,857 |
|
|
|
4,569 |
|
|
|
4,288 |
|
|
|
93.8 |
% |
|
|
34,931 |
|
|
|
23,870 |
|
|
|
11,061 |
|
|
|
46.3 |
% |
Brigit paying users(1) |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
1,838,794 |
|
|
|
1,443,832 |
|
|
|
|
|
|
|
||||||
(1) See Key Metrics described above for additional information.
Revenues. The increase in revenues for the three and nine months ended September 30, 2026 as compared to the three and nine months ended September 30, 2025 was primarily due to an increase in Brigit subscription customers, in addition to the nine months ended September 30, 2025 including only eight months of revenues after the Closing Date. The Brigit segment revenues included increases of $51.4 million, $11.4 million and $11.4 million in subscription revenue, transfer fee revenue and marketplace revenue, for the nine months ended September 30, 2026, respectively.
Gross Profit. Gross profit as a percentage of segment revenues was 90.0% and 89.6% for the three and nine months ended September 30, 2026, respectively, as compared to 88.5% and 88.2% for the three and nine months ended September 30, 2025, respectively. The increase was primarily due to mix-shift changes between subscriptions and fees product categories.
Operating Profit. Operating profit as a percentage of segment revenues was 11.2% and 16.1% for the three and nine months ended September 30, 2026, respectively, compared to 7.9% and 16.9% for the three and nine months ended September 30, 2025, respectively. The decrease in the operating profit margin for the three months ended September 30, 2026 was primarily driven by increases in net advance losses and advertising expenses. Net advance losses expressed as a percentage of total cash advances originated were approximately 4.4% and 3.9% for the three and nine months ended September 30, 2026. Net advance losses expressed as a percentage of total cash advances originated were approximately 3.3% and 2.8% for the three and nine months ended September 30, 2025, respectively.
Please refer to Note 2 to our condensed consolidated financial statements included in this Quarterly Report on Form 10-Q for information about the acquisition of Brigit that was completed on January 31, 2025.
34
Mexico segment
|
|
Three Months Ended September 30, |
|
|
Change |
|
|
Nine Months Ended September 30, |
|
|
Change |
|
||||||||||||||||||||
(dollar amounts in thousands) |
|
2026 |
|
|
2025 |
|
|
$ |
|
|
% |
|
|
2026 |
|
|
2025 |
|
|
$ |
|
|
% |
|
||||||||
Revenues |
|
$ |
23,616 |
|
|
$ |
20,692 |
|
|
$ |
2,924 |
|
|
|
14.1 |
% |
|
$ |
67,753 |
|
|
$ |
58,443 |
|
|
$ |
9,310 |
|
|
|
15.9 |
% |
Gross profit |
|
|
16,806 |
|
|
|
14,742 |
|
|
|
2,064 |
|
|
|
14.0 |
% |
|
|
47,733 |
|
|
|
41,713 |
|
|
|
6,020 |
|
|
|
14.4 |
% |
Operating profit (loss) |
|
|
1,390 |
|
|
|
1,314 |
|
|
|
76 |
|
|
|
5.8 |
% |
|
|
1,025 |
|
|
|
4,473 |
|
|
|
(3,448 |
) |
|
nm |
|
|
Change in same store revenue(1) |
|
|
|
|
|
|
|
|
|
|
|
0.2 |
% |
|
|
|
|
|
|
|
|
|
|
|
0.4 |
% |
||||||
Stores in same store revenue calculation |
|
|
|
|
|
|
|
|
|
|
|
114 |
|
|
|
|
|
|
|
|
|
|
|
114 |
|
|||||||
nm - percent change is not meaningful for comparison
Revenues. Revenues were positively impacted by exchange rate fluctuations of approximately $1.8 million and $7.3 million for the three and nine months ended September 30, 2026, respectively, as compared to the three and nine months ended September 30, 2025. On a constant currency basis, revenues for the three and nine months ended September 30, 2026 increased approximately $1.1 million and $2.0 million, respectively, compared to the three and nine months ended September 30, 2025.
Gross Profit. Gross profit was positively impacted by exchange rate fluctuations of approximately $1.3 million and $5.1 million for the three and nine months ended September 30, 2026, respectively, as compared to the three and nine months ended September 30, 2025. On a constant currency basis, gross profit for the three and nine months ended September 30, 2026, increased by approximately $0.8 million and $0.9 million, respectively, as compared to the three and nine months ended September 30, 2025. Gross profit as a percentage of segment revenues was 71.2% and 70.5% for the three and nine months ended September 30, 2026, respectively, compared to 71.2% and 71.4% for the three and nine months ended September 30, 2025, respectively.
Operating Profit. Operating profit was positively impacted by exchange rate fluctuations of approximately $0.1 million for both the three and nine months ended September 30, 2026, as compared to the three and nine months ended September 30, 2025. On a constant currency basis, operating profit remained flat for the three months ended September 30, 2026 compared to the three months ended September 30, 2025. On a constant currency basis, operating profit for the nine months ended September 30, 2026 decreased by approximately $3.5 million as compared to the nine months ended September 30, 2025. Operating profit as a percentage of segment revenues decreased to 5.9% and 1.5% for the three and nine months ended September 30, 2026, respectively, compared to 6.4% and 7.7% for the three and nine months ended September 30, 2025.
Liquidity and Capital Resources
Overview. For the nine months ended September 30, 2026, net cash provided by operating activities was $457.1 million, and we received $260.0 million in cash proceeds from indebtedness. During the same period, we used $485.6 million for debt repayments, $69.5 million for dividends, $69.0 million for customer cash advance originations net of collections, and $47.6 million for capital expenditures. We ended the third quarter of 2026 with $125.1 million of cash and cash equivalents and outstanding indebtedness of $1.4 billion.
Analysis of Cash Flow. Cash provided by operating activities increased by $193.1 million to $457.1 million for the nine months ended September 30, 2026, from $264.0 million for the nine months ended September 30, 2025, primarily due to an increase of approximately $7.4 million in cash provided by net earnings (net earnings less adjustments to reconcile net earnings to net cash provided by operating activities), a tax refund received of $35.1 million and lower inventory purchases of approximately $182.4 million, net of a decrease of approximately $60.7 million of customer lease buyouts through early purchase options, lease charge-offs, and other merchandise losses, driven by lower inventory purchases in the Acima segment resulting from a 9.3% decrease in GMV for the nine months ended September 30, 2026. These impacts were partially offset by payment of legal settlements of $18.9 million and a year-over-year increase of approximately $44.3 million in payments of outstanding inventory and trade payables primarily due to higher payments of outstanding inventory payables made for the nine months ended September 30, 2026.
Cash used in investing activities decreased by $259.3 million to $115.6 million for the nine months ended September 30, 2026, compared to $374.9 million for the nine months ended September 30, 2025, primarily due to payment of cash consideration for the acquisition of Brigit of $275.9 million for the nine months ended September 30, 2025, and a decrease of $1.7 million in capital expenditures for the nine months ended September 30, 2026, partially offset by an increase of $21.3 million in net originations and collections of customer cash advances.
35
Cash used in financing activities was $(337.0) million for the nine months ended September 30, 2026, compared to cash provided of $156.0 million for the nine months ended September 30, 2025. The change in cash used in financing activities compared to the prior year period resulted from lower proceeds from indebtedness of $421.0 million during the nine months ended September 30, 2026, in addition to higher repayments of outstanding borrowings of $41.2 million and payment of the first installment of the Deferred Consideration of $37.5 million related to the Brigit acquisition as mentioned in Note 2. Cash provided from debt proceeds for the nine months ended September 30, 2025 was primarily utilized for the Brigit acquisition.
Liquidity Requirements. Our primary liquidity requirements are for rental merchandise purchases in our Acima and Rent-A-Center segments, which are impacted by consumer demand for our lease-to-own solutions, and customer advances in our Brigit segment. Other capital requirements include expenditures for technology and property assets, and debt service. Our primary source of liquidity has been cash provided by operations.
We generally utilize our ABL Credit Facility for the issuance of letters of credit to manage normal fluctuations in operational cash flow caused by the timing of cash payments relative to cash receipts, and to potentially fund strategic initiatives including acquisitions. In that regard, we may from time to time draw funds under the ABL Credit Facility for general corporate purposes. Amounts are drawn as needed due to the timing of cash flows and are generally paid down as cash is generated by our operating activities. We believe cash flow generated from operations and availability under our ABL Credit Facility will be sufficient to fund our operations during the next twelve months. At October 22, 2026, we had approximately $73.5 million in cash on hand and $456.2 million available under our ABL Credit Facility.
Merchandise Losses. Merchandise losses consist of the following:
|
|
Three Months Ended September 30, |
|
|
Nine Months Ended September 30, |
|
||||||||||
(in thousands) |
|
2026 |
|
|
2025 |
|
|
2026 |
|
|
2025 |
|
||||
Lease charge-offs |
|
$ |
78,378 |
|
|
$ |
85,307 |
|
|
$ |
245,158 |
|
|
$ |
249,169 |
|
Other merchandise losses(1) |
|
|
8,443 |
|
|
|
7,260 |
|
|
|
23,943 |
|
|
|
19,826 |
|
Total merchandise losses |
|
$ |
86,821 |
|
|
$ |
92,567 |
|
|
$ |
269,101 |
|
|
$ |
268,995 |
|
Capital Expenditures. We make capital expenditures in order to maintain our existing operations, acquire new capital assets in new and acquired stores and invest in information technology. We spent $47.6 million and $49.3 million on capital expenditures during the nine months ended September 30, 2026 and 2025, respectively.
Acquisitions and New Location Openings. The table below summarizes the store location activity for the nine months ended September 30, 2026 for our Rent-A-Center and Mexico operating segments.
|
|
Rent-A-Center |
|
|
Mexico |
|
|
Total |
|
|||
Locations at beginning of period |
|
|
2,075 |
|
|
|
136 |
|
|
|
2,211 |
|
New location openings |
|
|
— |
|
|
|
8 |
|
|
|
8 |
|
Closed locations |
|
|
|
|
|
|
|
|
|
|||
Merged with existing locations |
|
|
(81 |
) |
|
|
— |
|
|
|
(81 |
) |
Sold or closed with no surviving location(1) |
|
|
(51 |
) |
|
|
(7 |
) |
|
|
(58 |
) |
Locations at end of period(2) |
|
|
1,943 |
|
|
|
137 |
|
|
|
2,080 |
|
Senior Debt. On February 17, 2021, we entered into a credit agreement with JPMorgan Chase Bank, N.A., as administrative agent, and lenders party thereto, that provides for a five-year asset-based revolving credit facility with commitments of $550 million and a letter of credit sublimit of $150 million, which commitments may be increased, at our option and under certain conditions, by up to an additional $125 million in the aggregate (as most recently amended on August 29, 2025, the “ABL Credit Facility”). Under the ABL Credit Facility, we may borrow only up to the lesser of the level of the then-current borrowing base and the aggregate amount of commitments under the ABL Credit Facility. The borrowing base is tied to the amount of eligible installment sales accounts, inventory and eligible lease contracts, reduced by certain reserves. The ABL Credit Facility bears interest at a fluctuating rate determined by reference to an adjusted Term SOFR rate plus an applicable margin of 1.50% to 2.00%, which, as of October 22, 2026, was 6.02%. A commitment fee equal to 0.250% to 0.375% of the unused portion of the ABL Credit Facility fluctuates dependent upon average utilization for the prior month as defined by a pricing grid included in the documentation governing the ABL Credit Facility. Loans under the ABL Credit Facility may
36
be borrowed, repaid and re-borrowed until June 7, 2029 (subject to certain springing maturity provisions), at which time all amounts borrowed must be repaid.
The obligations under the ABL Credit Facility are guaranteed by us and certain of our material wholly owned domestic restricted subsidiaries, subject to certain exceptions. The obligations under the ABL Credit Facility and such guarantees are secured on a first-priority basis by all of our and our subsidiary guarantors’ accounts, inventory, deposit accounts, securities accounts, cash and cash equivalents, rental agreements, general intangibles (other than equity interests in our subsidiaries), chattel paper, instruments, documents, letter of credit rights, commercial tort claims related to the foregoing and other related assets and all proceeds thereof related to the foregoing, subject to permitted liens and certain exceptions (such assets, collectively, the “ABL Priority Collateral”) and a second-priority basis in substantially all other present and future tangible and intangible personal property of ours and the subsidiary guarantors, subject to certain exceptions.
On February 17, 2021, we also entered into a term loan credit agreement with JPMorgan Chase Bank, N.A., as administrative agent, and lenders party thereto, that provides for a seven-year $875 million senior secured term loan facility (as most recently amended on August 19, 2025, the “Term Loan Facility”). Subject in each case to certain restrictions and conditions, we may add up to $625 million (plus additional amounts subject to the satisfaction of certain financial ratios) of incremental term loan facilities to the Term Loan Facility or utilize incremental capacity under the Term Loan Facility at any time by issuing or incurring incremental equivalent term debt. Interest on borrowings under the Term Loan Facility is payable at a fluctuating rate of interest determined by reference to the Term SOFR rate plus an applicable margin of 2.75%, subject to a 0.50% Term SOFR floor, which, as of October 22, 2026 was 6.83%.
Borrowings under the Term Loan Facility amortize in equal quarterly installments in an amount equal to 1.000% per annum of the original aggregate principal amount thereof, with the remaining balance due at final maturity on August 19, 2032 (subject to certain springing maturity provisions). The Term Loan Facility is secured by a first-priority security interest in substantially all of present and future tangible and intangible personal property of us and our subsidiary guarantors, other than the ABL Priority Collateral, and by a second-priority security interest in the ABL Priority Collateral, subject to certain exceptions. The obligations under the Term Loan Facility are guaranteed by us and our material wholly owned domestic restricted subsidiaries that also guarantee the ABL Credit Facility.
At October 22, 2026, we had outstanding borrowings of $866.3 million under the Term Loan Facility and available commitments of $456.2 million under our ABL Credit Facility, net of letters of credit.
See Note 6 of our condensed consolidated financial statements included in this Quarterly Report on Form 10-Q for additional information regarding our senior debt.
Senior Notes. On February 17, 2021, we issued $450 million in senior unsecured notes due February 15, 2029, at par value, bearing interest at 6.375% (the “Notes”). Interest on the Notes is payable in arrears on February 15 and August 15 of each year, beginning on August 15, 2021. We may redeem some or all of the Notes at any time for cash at the redemption prices set forth in the indenture governing the Notes, plus accrued and unpaid interest to, but not including, the redemption date. If we experience specific kinds of change in control, we will be required to offer to purchase the Notes at a price equal to 101% of the principal amount thereof plus accrued and unpaid interest. See Note 7 of our condensed consolidated financial statements included in this Quarterly Report on Form 10-Q for additional information regarding our senior notes.
Operating Leases. We lease space for all of our Rent-A-Center and Mexico stores under operating leases expiring at various times through 2037. In addition, we lease space for certain support facilities under operating leases expiring at various times through 2032. Most of our store leases are five-year leases and contain renewal options for additional periods ranging from three to five years at rental rates adjusted according to agreed-upon formulas. As of September 30, 2026, our total remaining obligation for existing store lease contracts was approximately $329.5 million.
We lease vehicles for all of our Rent-A-Center stores under operating leases with lease terms expiring twelve months after the start date of the lease. We classify these leases as short-term and have elected the short-term lease exemption for our vehicle leases, and have therefore excluded them from our operating lease right-of-use assets within our Condensed Consolidated Balance Sheets. As of September 30, 2026, our total remaining minimum obligation for existing Rent-A-Center vehicle lease contracts was approximately $0.6 million.
37
We also lease vehicles for all of our Mexico stores which have terms expiring at various times through 2030 with rental rates adjusted periodically for inflation. As of September 30, 2026, our total remaining obligation for existing Mexico vehicle lease contracts was approximately $3.0 million.
Uncertain Tax Position. As of September 30, 2026, we have recorded $1.0 million in uncertain tax positions. Although these positions represent a potential future cash liability to us, the amounts and timing of such payments are uncertain.
Seasonality. Our revenue mix in our lease-to-own businesses is moderately seasonal, with the first quarter of each fiscal year generally providing higher sales than any other quarter during a fiscal year. Generally, our customers will more frequently exercise the early purchase option on their existing lease purchase agreements in our Acima and Rent-A-Center segments or purchase pre-leased merchandise off the showroom floor in our Rent-A-Center segment during the first quarter of each fiscal year, primarily due to the receipt of federal income tax refunds. In contrast, our cash expenditures for our merchandise purchases for the fiscal year are generally the highest beginning in the latter part of the third quarter through the fourth quarter, primarily as a result of holiday promotions that lead to increased demand for our lease-to-own offerings.
Recently Issued Accounting Pronouncements
In November 2024, the FASB issued ASU 2024-03, Income Statement - Reporting Comprehensive Income - Expense Disaggregation Disclosures (Subtopic 220-40): Disaggregation of Income Statement Expenses, which requires new tabular disclosures disaggregating prescribed expense categories within relevant income statement captions. In January 2025, the FASB issued ASU 2025-01, which clarifies the effective date for ASU No. 2024-03. The adoption of ASU 2024-03 will be required for us for annual reporting periods beginning after December 15, 2026 and interim reporting periods beginning after December 15, 2027. We are currently in the preliminary stages of assessing this ASU and the impact it will have on our financial statements following adoption but expect it will result in increased disclosure.
In September 2025, the FASB issued ASU 2025-06, Intangibles - Goodwill and Other - Internal-Use Software (Subtopic 350-40), which amends the existing standard that refers to various stages of software development. Under the new standard, entities will start capitalizing eligible costs when management has authorized and committed to funding the software project, and it is probable that the project will be completed and the software will be used to perform the function intended. The adoption of ASU 2025-06 will be required for us for annual reporting periods beginning after December 15, 2027 and interim reporting periods within those annual reporting periods. We are in the preliminary stages of assessing this ASU and the impact it will have on our financial statements following adoption.
In December 2025, the FASB issued ASU 2025-11, Interim Reporting (Topic 270): Narrow-Scope Improvements, which clarifies interim disclosure requirements and the applicability of Topic 270. The new standard specifies the types of interim reporting and the form and content of interim financial statements, adds a comprehensive list of required interim disclosures and includes a disclosure principle that requires entities to disclose events since the end of the last annual reporting period that have a material impact on the entity. The adoption of ASU 2025-11 will be required for us for annual reporting periods beginning after December 15, 2027 and interim reporting periods within those annual reporting periods. We are in the preliminary stages of assessing this ASU and the impact, if any, it will have on our disclosures within our interim financial statements filed on our Quarterly Reports on Form 10-Q.
From time to time, new accounting pronouncements are issued by the FASB or other standards setting bodies that we adopt as of the specified effective date. As of September 30, 2026, unless otherwise discussed, we believe that any other recently issued standards that are not yet effective are either not applicable to us at this time or will not have a material impact on our consolidated financial statements upon adoption.
Item 3. Quantitative and Qualitative Disclosures about Market Risk.
Interest Rate Risk
Our primary market risk exposure is fluctuations in interest rates. Monitoring and managing this risk is a continual process carried out by our senior management. We manage our market risk based on an ongoing assessment of trends in interest rates and economic developments, giving consideration to possible effects on both total return and reported earnings. As a result of such assessment, we may enter into swap contracts or other interest rate protection agreements from time to time to mitigate this risk.
As of September 30, 2026, we had $450 million in Notes outstanding at a fixed interest rate of 6.375%. We also had $866.3 million outstanding under the Term Loan Facility and $45.0 million outstanding under our ABL Credit Facility, each at interest rates indexed to the Term SOFR rate or the prime rate. Carrying value of the Term Loan Facility and ABL Credit Facility approximates fair value for
38
such indebtedness. Based on our overall interest rate exposure at September 30, 2026, a hypothetical 1.0% increase or decrease in market interest rates would have the effect of causing an additional $9.1 million annualized pre-tax charge or credit to our Condensed Consolidated Statements of Operations. We have not entered into any interest rate swap agreements as of September 30, 2026.
Foreign Currency Translation
We are also exposed to market risk from foreign exchange rate fluctuations of the Mexican peso to the U.S. dollar as the financial position and operating results of our stores in Mexico are translated into U.S. dollars for consolidation. Resulting translation adjustments are recorded as a separate component of stockholders’ equity.
Item 4. Controls and Procedures.
Disclosure Controls and Procedures. In accordance with Rule 13a-15(b) under the Securities Exchange Act of 1934, an evaluation was performed under the supervision and with the participation of our management, including our Chief Executive Officer and Chief Financial Officer, of the effectiveness of the design and operation of our disclosure controls and procedures (as defined in Rules 13a-15(e) and 15d-15(e) under the Securities Exchange Act of 1934) as of the end of the period covered by this Quarterly Report on Form 10-Q. Based on this evaluation, our management, including our Chief Executive Officer and our Chief Financial Officer, concluded that, as of September 30, 2026, our disclosure controls and procedures (as defined in Rules 13a-15(e) and 15d-15(e) under the Securities Exchange Act of 1934) were effective.
Changes in Internal Control over Financial Reporting. For the quarter ended September 30, 2026, there have been no changes in our internal control over financial reporting (as defined in Rule 13a-15(f) under the Securities Exchange Act of 1934) that, in the aggregate, have materially affected, or are reasonably likely to materially affect, our internal control over financial reporting.
39
PART II – Other Information
Item 1. Legal Proceedings
Please see Note 12 of our condensed consolidated financial statements included in this Quarterly Report on Form 10-Q for additional discussion of certain of our legal proceedings and governmental inquiries.
Item 1A. Risk Factors
There have been no material changes to the risk factors disclosed in Item 1A of Part I, “Risk Factors” of our Annual Report on Form 10-K for the year ended December 31, 2025.
Item 2. Unregistered Sales of Equity Securities, Use of Proceeds, and Issuer Purchases of Equity Securities
None.
Item 3. Defaults Upon Senior Securities
None.
Item 4. Mine Safety Disclosures
Not applicable.
Item 5. Other Information
During the three months ended September 30, 2026, none of our directors or officers (as defined in Rule 16a-1(f) under the Securities Exchange Act of 1934, as amended)
Item 6. Exhibits.
Exhibit No. |
Description |
|
|
Articles of Incorporation and Bylaws |
|
|
|
3.1 |
Restated Certificate of Incorporation of the registrant, dated as of December 5, 2024 (incorporated herein by reference to Exhibit 3.1 to the registrant’s Registration Statement on Form S-3 dated as of February 20, 2025). |
|
|
3.2 |
Amended and Restated Bylaws of the registrant (incorporated herein by reference to Exhibit 10.3 to the registrant’s Current Report on Form 8-K dated as of June 4, 2024). |
|
|
3.3 |
Certificate of Correction to the Certificate of Elimination of the Series A Preferred Stock of the registrant, dated June 4, 2024 (incorporated herein by reference to Exhibit 10.2 to the registrant’s Current Report on Form 8-K dated as of June 5, 2024). |
|
|
Instruments Defining the Rights of Security Holders, Including Indentures |
|
|
|
4.1 |
Description of the registrant’s Common Stock (incorporated herein by reference to Exhibit 4.1 to the registrant’s Registration Statement on Form S-3 dated as of February 20, 2025). |
|
|
4.2 |
Form of Certificate evidencing Common Stock (incorporated herein by reference to Exhibit 4.6 to the registrant’s Registration Statement on Form S-8 dated as of June 7, 2023). |
|
|
4.3 |
Indenture, dated as of February 17, 2021, by and between Radiant Funding SPV, LLC and Truist Bank (incorporated herein by reference to Exhibit 4.1 to the registrant’s Current Report on Form 8-K dated as of February 17, 2021). |
|
|
40
Material Contracts
|
|
10.6 |
Form of Upbound Group, Inc. 2026 Long-Term Incentive Plan Performance Stock Unit Award Agreement (PSU)(effective August 2026) (incorporated herein by reference to Exhibit 10.6 to the registrant’s Quarterly Report on Form10-Q for the quarter ended June 30, 2026, filed on July 31, 2026). |
|
|
Other Exhibits and Certifications |
|
|
|
31.1* |
Certification pursuant to Rule 13a-14(a) of the Securities Exchange Act of 1934 implementing Section 302 of the Sarbanes-Oxley Act of 2002 by Fahmi Karam |
|
|
31.2* |
Certification pursuant to Rule 13a-14(a) of the Securities Exchange Act of 1934 implementing Section 302 of the Sarbanes-Oxley Act of 2002 by Hal Khouri |
|
|
32.1* |
Certification pursuant to 18 U.S.C. Section 1350 as adopted pursuant to Section 906 of the Sarbanes-Oxley Act of 2002 by Fahmi Karam |
|
|
32.2* |
Certification pursuant to 18 U.S.C. Section 1350 as adopted pursuant to Section 906 of the Sarbanes-Oxley Act of 2002 by Hal Khouri |
|
|
101.INS* |
XBRL Instance Document - The instance document does not appear in the interactive data files because its XBRL tags are embedded within the inline XBRL document |
|
|
101.SCH* |
XBRL Taxonomy Extension Schema Document |
|
|
101.CAL* |
XBRL Taxonomy Extension Calculation Linkbase Document |
|
|
101.DEF* |
XBRL Taxonomy Extension Definition Linkbase Document |
|
|
101.LAB* |
XBRL Taxonomy Extension Label Linkbase Document |
|
|
101.PRE* |
XBRL Taxonomy Extension Presentation Linkbase Document |
|
|
104* |
Cover page Interactive Data File (embedded within the inline XBRL document contained in Exhibit 101) |
* |
Filed herewith., except Exhibits 32.1 and 32.2, which are furnished herewith. |
41
SIGNATURE
Pursuant to the requirements of Section 13 or 15(d) of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned, thereunto duly authorized.
|
UPBOUND GROUP, INC. |
|
|
|
|
|
By: |
/S/ HAL KHOURI |
|
|
Hal Khouri |
|
|
EVP, Chief Financial Officer |
Date: October 29, 2026
42