EZCORP INC

Previous wording

On January 2, 2026, we acquired a controlling interest in Founders One, LLC (“Founders”), which through its subsidiary, Simple Management Group, Inc. (“SMG”), operates 105 pawn stores in the U.S. and 11 additional countries. This transaction expands our geographic footprint in attractive markets, including Florida and Puerto Rico, strengthens our partnership with a proven management team, and provides a platform for domestic and international growth. The total consideration transferred is estimated to be approximately $64.4 million, consisting of the conversion of our existing $45.0 million preferred equity investment, $10.0 million of Demand Promissory Notes, and an additional $9.4 million in cash. The acquisition was funded through a combination of the conversion of existing investments and cash on hand. Following the transaction, we own approximately 87.7% of Founders, which controls SMG with an 85.1% ownership interest, and we expect to consolidate Founder’s financial results going forward. We expect this acquisition to be immediately accretive to earnings and to meaningfully contribute to our financial results. In connection with the acquisition, we entered into a three-year, senior secured debt facility to provide SMG $156.4 million in funding at 13% per annum, replacing SMG’s third-party debt. This intercompany debt will be eliminated upon consolidation.

Current wording

On January 2, 2026, we acquired a controlling interest in Founders One, LLC ("Founders"), which through its subsidiary, Simple Management Group, Inc. ("SMG"), operated 105 pawn stores in the U.S. and 11 additional countries at the time of acquisition. This transaction expands our geographic footprint in attractive markets, including Florida and Puerto Rico and provides a platform for domestic and international growth. Following the transaction, we own 87.7% of Founders, which controls SMG with an 85.1% ownership interest. SMG's results are consolidated in our financial statements from January 2, 2026 and are reported within our SMG segment.

Previous wording

We remain focused on optimizing our balance of pawn loans outstanding (“PLO”) and the resulting higher PSC. The following chart presents sources of gross profit, including PSC, merchandise sales gross profit (“Merchandise sales GP”) and jewelry scrap gross profit (“Jewelry Scrap GP”) for the three months ended December 31, 2025 and 2024:

Current wording

We remain focused on optimizing our balance of pawn loans outstanding (“PLO”) and the resulting higher PSC. The following chart presents sources of gross profit, including PSC, merchandise sales gross profit (“Merchandise sales GP”) and jewelry scrap gross profit (“Jewelry Scrap GP”) for the three and six months ended March 31, 2026 and 2025:

Previous wording

The following chart presents sources of gross profit by geographic disbursement for the three months ended December 31, 2025 and 2024:

Current wording

The following chart presents sources of gross profit by geographic disbursement for the three and six months ended March 31, 2026 and 2025:

Previous wording

Constant currency results reported herein are calculated by translating consolidated balance sheet and consolidated statement of operations items denominated in local currency to U.S. dollars using the exchange rate from the prior-year comparable period, as opposed to the current period, in order to exclude the effects of foreign currency rate fluctuations. In addition, we have an equity method investment that is denominated in Australian dollars and is translated into U.S. dollars. We used the end-of-period rate for balance sheet items and the average closing daily exchange rate on a monthly basis during the appropriate period for statement of operations items. Our statement of operations constant currency results reflect the monthly exchange rate fluctuations and are not directly calculable from the rates below. Constant currency results, where presented, also exclude the foreign currency gain or loss. The end-of-period and approximate average exchange rates for each applicable currency as compared to U.S. dollars as of and for the three months ended December 31, 2025 and 2024 were as follows:

Current wording

Constant currency results reported herein are calculated by translating consolidated balance sheet and consolidated statement of operations items denominated in local currency to U.S. dollars using the exchange rate from the prior-year comparable period, as opposed to the current period, in order to exclude the effects of foreign currency rate fluctuations. In addition, we have an equity method investment that is denominated in Australian dollars and is translated into U.S. dollars. We used the end-of-period rate for balance sheet items and the average closing daily exchange rate on a monthly basis during the appropriate period for statement of operations items. Our statement of operations constant currency results reflect the monthly exchange rate fluctuations and are not directly calculable from the rates below. Constant currency results, where presented, also exclude the foreign currency gain or loss. The end-of-period and approximate average exchange rates for each applicable currency as compared to U.S. dollars as of and for the three and six months ended March 31, 2026 and 2025 were as follows:

Previous wording

•U.S. Pawn — Represents all pawn activities in the United States;

Current wording

•U.S. Pawn — all pawn activities in the United States, except for SMG;

Previous wording

•Latin America Pawn — Represents all pawn activities in Mexico and other parts of Latin America; and

Current wording

•Latin America Pawn — all pawn activities in Mexico and other parts of Latin America, except for SMG; and

Previous wording

Jewelry scrap sales increased 129%, and jewelry scrap sales gross margin increased from 22.8% to 34.2% due to increase in gold price and jewelry purchases.

Current wording

Jewelry scrap sales increased 228%, and jewelry scrap sales gross margin increased from 22% to 41% due to increase in gold price and jewelry purchases.

Previous wording

Store expenses increased 7% (6% on a same-store basis), primarily due to increased labor, in line with store activity.

Current wording

Store expenses increased 9% (6% on a same-store basis) primarily due to increased labor, in line with store activity.

Previous wording

The following table reconciles our consolidated segment contribution discussed above to net income attributable to EZCORP, Inc., including items that affect our consolidated financial results but are not allocated among segments:

Current wording

The following table reconciles our consolidated segment contribution discussed above to consolidated net income including items that affect our consolidated financial results but are not allocated among segments. Prior period amounts have been recast to conform to the current period presentation. See Note 11: Segment Informationof Notes to Condensed Consolidated Financial Statements included in “Part I, Item 1 — Financial Statements.”

Previous wording

General and administrative expenses increased $2.6 million or 11%, primarily due to labor costs (including higher incentive compensation) and professional fees related to acquisitions.

Current wording

General and administrative expense increased $9.4 million or 37%, primarily due to labor costs (including higher incentive compensation) and expenses associated with SMG.

Previous wording

Interest expense increased $5.0 million or 159%, primarily driven by the issuance of 2032 Senior Notes in the second quarter fiscal 2025.

Current wording

Interest expense increased $5.1 million or 155%, primarily driven by the issuance of 2032 Senior Notes in the second quarter fiscal 2025.

Previous wording

Merchandise sales increased 8%, and merchandise sale gross profit increased 170 bps.

Current wording

Merchandise sales increased 9%, and merchandise sale gross margin increased 170 bps.

Previous wording

Segment contribution increased $16.2 million, or 30%, primarily due to the changes described above.

Current wording

Segment contribution increased $45.4 million, or 44%, primarily due to the changes described above.

Previous wording

During the three months ended December 31, 2025, net store count increased by 21 due to the acquisition of 14 stores and the opening of 7 de novo stores.

Current wording

During the six months ended March 31, 2026, net store count increased by 25 due to the acquisition of 14 stores and the opening of 11 de novo stores.

Previous wording

PSC increased 26% to $36.7 million (18% to $34.5 million on a constant currency basis) as a result of higher average PLO and new stores.

Current wording

PSC increased 30% to $74.7 million (19% to $68.6 million on a constant currency basis) as a result of higher average PLO and new stores.

Previous wording

Merchandise sales increased 24% (15% on a constant currency basis) and 16% on a same-store basis (8% on a constant currency basis). Merchandise sales gross margin increased 380 bps to 33.8% from 30.0%.

Current wording

Merchandise sales increased 27% (16% on a constant currency basis) and 18% on a same-store basis (8% on a constant currency basis). Merchandise sales gross margin increased 400 bps to 34% from 30%.

Previous wording

Store expenses increased 34% (25% increase on a constant currency basis)) and increased by 24% on a same-store basis (16% increase on a constant currency basis). The constant currency increase was primarily due to increased labor, in line with store activity and minimum wage increases.

Current wording

Store expenses increased 40% (27% increase on a constant currency basis) and increased by 29% on a same-store basis (17% increase on a constant currency basis). The constant currency increase was primarily due to increased labor, in line with store activity and minimum wage increases.

Previous wording

Segment contribution increased $4.9 million, or 32% ($3.7 million, or 24%, on a constant currency basis), due to the changes noted above.

Current wording

Segment contribution increased $10.1 million, or 35% ($7.0 million, or 24%, on a constant currency basis), due to the changes noted above.

Previous wording

Segment contribution increased $21.7 million or 30% over the prior year period, primarily due to improved operating results of the U.S. Pawn and Latin America Pawn segments above.

Current wording

Segment contribution increased $64.3 million or 48% over the prior year period, primarily due to improved operating results of the U.S. Pawn and Latin America Pawn segments, and the acquisition of SMG in the second quarter of fiscal 2026.

Previous wording

Interest income increased $2.4 million or 157%, primarily due to the increase in Cash and cash equivalents held as compared to the prior period.

Current wording

Interest income increased $3.4 million or 87%, primarily due to an increase in the average Cash and cash equivalents held during the period as compared to the prior period.

Previous wording

Income tax expense increased $4.5 million, primarily due to an increase in income before income taxes of $17.8 million for the three months ended December 31, 2025 compared to the same period in the prior year.

Current wording

Income tax expense increased $11.4 million, primarily due to an increase in income before income taxes of $48.9 million for the six months ended March 31, 2026 compared to the same period in the prior year.

Previous wording

Our cash and cash equivalents balance was $465.9 million at December 31, 2025 compared to $469.5 million at September 30, 2025. Our cash and equivalents are primarily held in cash depository accounts with banks in geographies we operate or invested in high quality, short-term liquid investments.

Current wording

Our cash and cash equivalents balance was $354.2 million at March 31, 2026 compared to $469.5 million at September 30, 2025. Our cash and equivalents are primarily held in cash depository accounts with banks in geographies we operate or invested in high quality, short-term liquid investments. The decrease in cash and cash equivalents is primarily driven by the retirement of SMG’s existing third-party indebtedness and cash used for acquisitions.

Previous wording

The$13.2 million increase in cash flows provided by operating activities year-over-year was primarily due toan increase in net income as well as changes in working capital primarily related to the timing of payments of accounts payable, prepaid expenses, customer layaway deposits and income taxes.

Current wording

The $24.7 million increase in cash flows provided by operating activities year-over-year was primarily due to an increase in net income and non-cash adjustments, partially offset by changes in working capital.

Previous wording

The$16.9 million increase in cash flows used in investing activities year-over-year was primarily due to a $8.5 million increase in net pawn lending outflows and a $22.1 million increase in net cash flows used related to investments, acquisitions and capital expenditures, partially offset by a $13.7 million increase in cash inflows from the sale of forfeited collateral.

Current wording

The $42.8 million increase in cash flows used in investing activities year-over-year was primarily due to a $39.1 million increase in net pawn lending outflows and a $45.3 million increase in net cash flows used related to acquisitions, investments and capital expenditures, partially offset by a $41.6 million increase in cash inflows from the sale of forfeited collateral.

Previous wording

The net effect of these changes was a $1.4 million increase in cash on hand during the current year to date period, resulting in a$486.1 million ending cash, cash equivalents and restricted cash balance.

Current wording

The net effect of these changes was a $114.7 million decrease during the current year to date period, resulting in a $370.1 million ending cash, cash equivalents and restricted cash balance.

Previous wording

On November 11, 2025, the Board approved a new share repurchase program which replaced the previous program that expired on May 3, 2025. Under the new program, we are authorized to repurchase up to $50 million of our Class A Non-Voting common shares over the next three years (the “2026 Common Stock Repurchase Program”). During the three months ended December 31, 2025, we did not repurchase and retire any shares under the 2026 Common Stock Repurchase Program. See Note 9 of Notes to Condensed Consolidated Financial Statements included in “Part I, Item 1 — Financial Statements.”

Current wording

On November 11, 2025, the Board approved a new share repurchase program which replaced the previous program that expired on May 3, 2025. Under the new program, we are authorized to repurchase up to $50 million of our Class A Non-Voting common shares over the next three years (the “2026 Common Stock Repurchase Program”). During the six months ended March 31, 2026, the Company repurchased and retired 155,838 of our Class A Common Stock for $4.0 million under the 2026 Common Stock Repurchase Program. See Note 9 of Notes to Condensed Consolidated Financial Statements included in “Part I, Item 1 — Financial Statements.”

Previous wording

This Quarterly Report on Form 10-Q, including Management’s Discussion and Analysis of Financial Condition and Results of Operations, includes “forward-looking statements” within the meaning of Section 27A of the Securities Act of 1933 and Section 21E of the Securities Exchange Act of 1934. We intend that all forward-looking statements be subject to the safe harbors created by these laws. All statements, other than statements of historical facts, regarding our strategy, future operations, financial position, future revenues, projected costs, prospects, plans and objectives are forward-looking statements. These statements are often, but not always, made with words or phrases like “may,” “should,” “could,” “will,” “predict,” “anticipate,” “believe,” “estimate,” “expect,” “intend,” “plan,” “projection” and similar expressions. Such statements are only predictions of the outcome and timing of future events based on our current expectations and currently available information and, accordingly, are subject to substantial risks, uncertainties and assumptions. Actual results could differ materially from those expressed in the forward-looking statements due to a number of risks and uncertainties, many of which are beyond our control. In addition, we cannot predict all of the risks and uncertainties that could cause our actual results to differ from those expressed in the forward-looking statements. Accordingly, you should not regard any forward-looking statements as a representation that the expected results will be achieved. Important risk factors that could cause results or events to differ from current expectations are identified and described in “Part I, Item 1A — Risk Factors” of our Annual Report on Form 10-K for the year ended September 30,2025 and “Part II, Item 1A — Risk Factors” of this Report.

Current wording

This Quarterly Report on Form 10-Q, including Management’s Discussion and Analysis of Financial Condition and Results of Operations, includes “forward-looking statements” within the meaning of Section 27A of the Securities Act of 1933 and Section 21E of the Securities Exchange Act of 1934. We intend that all forward-looking statements be subject to the safe harbors created by these laws. All statements, other than statements of historical facts, regarding our strategy, future operations, financial position, future revenues, projected costs, prospects, plans and objectives are forward-looking statements. These statements are often, but not always, made with words or phrases like “may,” “should,” “could,” “will,” “predict,” “anticipate,” “believe,” “estimate,” “expect,” “intend,” “plan,” “projection” and similar expressions. Such statements are only predictions of the outcome and timing of future events based on our current expectations and currently available information and, accordingly, are subject to substantial risks, uncertainties and assumptions. Actual results could differ materially from those expressed in the forward-looking statements due to a number of risks and uncertainties, many of which are beyond our control. In addition, we cannot predict all of the risks and uncertainties that could cause our actual results to differ from those expressed in the forward-looking statements. Accordingly, you should not regard any forward-looking statements as a representation that the expected results will be achieved. Important risk factors that could cause results or events to differ from current expectations are identified and described in “Part I, Item 1A — Risk Factors” of our Annual Report on Form 10-K for the year ended September 30, 2025 and “Part II, Item 1A — Risk Factors” of this Report.