ENCORE CAPITAL GROUP INC
For the period ended Dec 31, 2023. Filed Feb 21, 2024.
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A company's yearly report to the SEC, with audited financial statements. It is the fullest account a company gives of its business, its finances and the risks it sees.
FY2023 · Filed Feb 21, 2024
ECPG$108.02-3.5%Stored close · as of Nov 10, 2026
Extracted filing text, with the paragraph anchors used by the comparison.
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Item 15. —Exhibits and Financial Statement Schedules
(a) Financial Statements.
The following consolidated financial statements of Encore Capital Group, Inc. are filed as part of this annual report on Form 10-K:
| Page | |
| Report of Independent Registered Public Accounting Firm | F-1 |
|---|---|
| Consolidated Statements of Financial Condition at December 31, 2023 and 2022 | F-4 |
| Consolidated Statements of Operations for the years ended December 31, 2023, 2022 and 2021 | F-5 |
| Consolidated Statements of Comprehensive (Loss) Income for the years ended December 31, 2023, 2022 and 2021 | F-6 |
| Consolidated Statements of Equity for the years ended December 31, 2023, 2022 and 2021 | F-7 |
| Consolidated Statements of Cash Flows for the years ended December 31, 2023, 2022 and 2021 | |
| Notes to Consolidated Financial Statements | F-8 |
(b) Exhibits.
| Incorporated By Reference | ||||||
|---|---|---|---|---|---|---|
| Exhibit Number | Exhibit Description | Form | File Number | Exhibit | Filing Date | Filed or Furnished Herewith |
| 3.1.1 | Restated Certificate of Incorporation | S-1/A | 333-77483 | 3.1 | 6/14/1999 | |
| 3.1.2 | Certificate of Amendment to the Certificate of Incorporation | 8-K | 000-26489 | 3.1 | 4/4/2002 | |
| 3.1.3 | Second Certificate of Amendment to the Certificate of Incorporation | 10-Q | 000-26489 | 3.1.3 | 8/7/2019 | |
| 3.2 | Amended and Restated Bylaws, as amended through December 13, 2022 | 8-K | 000-26489 | 3.1 | 12/16/2022 | |
| 4.1 | Form of Common Stock Certificate | S-3 | 333-163876 | 4.7 | 12/21/2009 | |
| 4.13 | Indenture (including form of note), dated September 9, 2019, by and among Encore Capital Group, Inc., Midland Credit Management, Inc., as guarantor, and MUFG Union Bank, N.A., as trustee for 2025 Convertible Notes | 8-K | 000-26489 | 4.1 | 9/10/2019 | |
| 4.13.1 | First Supplemental Indenture, dated October 29, 2020, to the Indenture, dated as of September 9, 2019, by and among Encore Capital Group, Inc., Midland Credit Management, Inc., as guarantor, and MUFG Union Bank, N.A., as trustee | 10-Q | 000-26489 | 4.7 | 11/2/2020 | |
| 4.14 | Description of Registrant’s Securities Registered Pursuant to Section 12 of the Securities Exchange Act of 1934 | X | ||||
| 4.15 | Indenture dated September 24, 2020 between Encore Capital Group, Inc., the subsidiary guarantors party thereto, Citibank, N.A., London Branch as trustee and Truist Bank as security agent for Encore 2025 Notes | 8-K | 000-26489 | 4.1 | 9/24/2020 | |
| Incorporated By Reference | |||||
|---|---|---|---|---|---|
| Exhibit Number · Exhibit Description · Form · File Number · Exhibit · Filing Date · Filed or Furnished Herewith | |||||
| 4.15.1 | First Supplemental Indenture, dated November 14, 2022, to the Indenture, dated September 24, 2020, by and between Encore Capital Group, Inc., the subsidiary guarantors party thereto, Citibank, N.A., London Branch as trustee and Truist Bank as security agent for Encore 2025 Notes | 10-K | 000-26489 | 4.15.1 | 2/22/2023 |
| 4.16 | Indenture dated November 23, 2020 between Encore Capital Group, Inc., the subsidiary guarantors party thereto, Citibank, N.A., London Branch as trustee and Truist Bank as security agent for Encore 2026 Notes | 8-K | 000-26489 | 4.1 | 11/23/2020 |
| 4.16.1 | First Supplemental Indenture, dated November 14, 2022, to the Indenture, dated November 23, 2020, by and between Encore Capital Group, Inc., the subsidiary guarantors party thereto, Citibank, N.A., London Branch as trustee and Truist Bank as security agent for Encore 2026 Notes | 10-K | 000-26489 | 4.16.1 | 2/22/2023 |
| 4.17 | Indenture dated December 21, 2020 between Encore Capital Group, Inc., the subsidiary guarantors party thereto, Citibank, N.A., London Branch as trustee and Truist Bank as security agent for Encore 2028 Floating Rate Notes | 8-K | 000-26489 | 4.1 | 12/21/2020 |
| 4.17.1 | First Supplemental Indenture, dated November 14, 2022, to the Indenture, dated December 21, 2020, by and between Encore Capital Group, Inc., the subsidiary guarantors party thereto, Citibank, N.A., London Branch as trustee and Truist Bank as security agent for Encore 2028 Floating Rate Notes | 10-K | 000-26489 | 4.17.1 | 2/22/2023 |
| 4.18 | Indenture dated June 1, 2021 between Encore Capital Group, Inc., the subsidiary guarantors party thereto, GLAS Trust Company LLC as trustee and Truist Bank as security agent for Encore 2028 Notes | 8-K | 000-26489 | 4.1 | 6/1/2021 |
| 4.18.1 | First Supplemental Indenture, dated November 14, 2022, to the Indenture, dated June 1, 2021, by and between Encore Capital Group, Inc., the subsidiary guarantors party thereto, GLAS Trust Company LLC as trustee and Truist Bank as security agent for Encore 2028 Notes | 10-K | 000-26489 | 4.18.1 | 2/22/2023 |
| 4.19 | Indenture (including form of note), dated March 3, 2023, by and among Encore Capital Group, Inc. and Truist Bank, as trustee, for 2029 Convertible Notes | 8-K | 000-26489 | 4.1 | 3/3/2023 |
| 10.1+ | Form of Indemnification Agreement | 8-K | 000-26489 | 10.1 | 5/4/2006 |
| 10.5+ | Encore Capital Group, Inc. Executive Separation Plan | 10-K | 000-26489 | 10.5 | 2/23/2022 |
| 10.7+ | Non-Employee Director Compensation Program Guidelines, effective June 10, 2022 | 10-Q | 000-26489 | 10.1 | 8/3/2022 |
| 10.8+ | Non-Employee Director Deferred Stock Compensation Plan | 10-Q | 000-26489 | 10.2 | 8/4/2016 |
| 10.8.1+ | First Amendment to Non-Employee Director Deferred Stock Compensation Plan, dated August 11, 2016 | 10-Q | 000-26489 | 10.1 | 11/9/2016 |
| Incorporated By Reference | ||||||
|---|---|---|---|---|---|---|
| Exhibit Number | Exhibit Description | Form | File Number | Exhibit | Filing Date | Filed or Furnished Herewith |
| 10.11+ | The Encore Capital Group, Inc. 2017 Incentive Award Plan | 8-K | 000-26489 | 10.3 | 6/20/2017 | |
| 10.11.1+ | Form of Restricted Stock Unit Grant Notice and Award Agreement under the Encore Capital Group, Inc. 2017 Incentive Award Plan | 8-K | 000-26489 | 10.4 | 6/20/2017 | |
| 10.11.2+ | Form of Restricted Stock Unit Grant Notice and Award Agreement under the Encore Capital Group, Inc. 2017 Incentive Award Plan (Executive Separation Plan Participant) | 8-K | 000-26489 | 10.5 | 6/20/2017 | |
| 10.11.3+ | Form of Restricted Stock Award Grant Notice and Award Agreement under the Encore Capital Group, Inc. 2017 Incentive Award Plan | 8-K | 000-26489 | 10.6 | 6/20/2017 | |
| 10.11.4+ | Form of Stock Option Grant Notice and Award Agreement under the Encore Capital Group, Inc. 2017 Incentive Award Plan | 8-K | 000-26489 | 10.7 | 6/20/2017 | |
| 10.11.5+ | Form of Performance Share Unit Award Grant Notice and Award Agreement (EPS) under the Encore Capital Group, Inc. 2017 Incentive Award Plan (Executive Separation Plan Participant) | 8-K | 000-26489 | 10.1 | 3/15/2018 | |
| 10.11.6+ | Form of Performance Share Unit Award Grant Notice and Award Agreement (EPS) under the Encore Capital Group, Inc. 2017 Incentive Award Plan | 8-K | 000-26489 | 10.2 | 3/15/2018 | |
| 10.11.7+ | Form of Performance Share Unit Award Grant Notice and Award Agreement (TSR) under the Encore Capital Group, Inc. 2017 Incentive Award Plan (Executive Separation Plan Participant) | 8-K | 000-26489 | 10.3 | 3/15/2018 | |
| 10.11.8+ | Form of Performance Share Unit Award Grant Notice and Award Agreement (TSR) under the Encore Capital Group, Inc. 2017 Incentive Award Plan | 8-K | 000-26489 | 10.4 | 3/15/2018 | |
| 10.11.10+ | Form of Performance Share Unit Award Grant Notice and Award Agreement (ROIC) under the Encore Capital Group, Inc. 2017 Incentive Award Plan | 10-K | 000-26489 | 10.11.10 | 2/23/2023 | |
| 10.19 | Amended and Restated Senior Facilities Agreement, dated September 15, 2023, by and among Encore Capital Group, Inc., the several guarantors, banks and other financial institutions and lenders from time to time party thereto and Truist Bank as Agent and Security Agent | 10-Q | 000-26489 | 10.1 | 11/1/2023 | |
| 10.27 | Form of Capped Call Confirmations for 2029 Convertible Notes | 8-K | 000-26489 | 10.1 | 3/3/2023 | |
| 21 | List of Subsidiaries | X | ||||
| 23 | Consent of Independent Registered Public Accounting Firm, BDO USA, P.C. | X | ||||
| 31.1 | Certification of the Principal Executive Officer pursuant to Rule 13a-14(a) or 15d-14(a) under the Securities Exchange Act of 1934 | X | ||||
| 31.2 | Certification of the Principal Financial Officer pursuant to Rule 13a-14(a) or 15d-14(a) under the Securities Exchange Act of 1934 | X | ||||
| Incorporated By Reference | ||||||
| Exhibit Number | Exhibit Description | Form | File Number | Exhibit | Filing Date | Filed or Furnished Herewith |
| 32.1 | Certifications of Chief Executive Officer and Chief Financial Officer pursuant to 18 U.S.C. Section 1350, as adopted pursuant to Section 906 of the Sarbanes-Oxley Act of 2002 (furnished herewith) | X | ||||
| 97.1 | Encore Policy for Recovery of Erroneously Awarded Compensation | X | ||||
| 101.INS | Inline XBRL Instance Document - the instance document does not appear in the Interactive Data File because its XBRL tags are embedded within the Inline XBRL document | X | ||||
| 101.SCH | Inline XBRL Taxonomy Extension Schema Document | X | ||||
| 101.CAL | Inline XBRL Taxonomy Extension Calculation Linkbase Document | X | ||||
| 101.DEF | Inline XBRL Taxonomy Extension Definition Linkbase Document | X | ||||
| 101.LAB | Inline XBRL Taxonomy Extension Label Linkbase Document | X | ||||
| 101.PRE | Inline XBRL Taxonomy Extension Presentation Linkbase Document | X | ||||
| 104 | Cover Page Interactive Data File (formatted as Inline XBRL and contained in Exhibit 101) | |||||
| + | Management contract or compensatory plan or arrangement. |
|---|---|
| In accordance with Item 601(b)(4)(iii)(A) of Regulation S-K, copies of certain instruments defining the rights of holders of long-term debt of the company are not filed herewith. Pursuant to this regulation, we hereby agree to furnish a copy of any such instrument to the SEC upon request. | |
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