8-K: Americas Car-Mart Amends Credit Agreement, Reduces Borrowing Capacity
Summary
- Americas Car-Mart and its subsidiaries have entered into Amendment No. 6 to their loan agreement.
- The amendment extends the term of the revolving credit facilities to September 30, 2025.
- The total permitted borrowings have been reduced from $600 million to $340 million.
- The Colonial revolving line of credit was reduced from $570 million to $310 million, while the ACM-TCM line remains at $30 million.
- The lending group has changed, with some lenders reducing their commitments and Wells Fargo and CIBC Bank USA withdrawing.
- The accordion feature of the credit facilities has been restored to $100 million.
- The unused line fee rate has increased to 0.50% if average daily borrowings are less than 50% of total commitments, otherwise it remains at 0.25%.
- The pricing tiers for interest rates have been removed, and a fixed margin of 1.0% plus a base rate for base rate loans and 3.5% plus the adjusted Term SOFR for SOFR-based loans has been established.
- Financial covenants have been updated, removing certain triggers and establishing a full-time fixed charge coverage ratio.
- The required fixed charge coverage ratio is set at 1.00 to 1.0 through August 31, 2024, increasing to 1.15 to 1.0 and then 1.25 to 1.0 in later periods.
- EBITDA is redefined to exclude allowance provisions or reserves and include net-charge offs for Colonial.
- The borrowing base calculation has been updated to allow greater vehicle eligibility, increasing the purchase price limit for eligible vehicles to $20,000 for cars and $30,000 for trucks and SUVs.
- The period for exceeding net charge-offs, past due receivables, and repossessions has been extended from two to three months.
- Permitted acquisitions are now allowed up to $20 million in aggregate cash consideration per fiscal year.
Sentiment
Score: 4
Explanation: The document contains both positive and negative elements. The extension of the loan term is positive, but the reduction in borrowing capacity and increased fees are negative. Overall, the sentiment is slightly negative due to the reduced financial flexibility.
Positives
- The extension of the loan agreement provides financial stability through September 2025.
- The restoration of the accordion feature allows for potential borrowing increases up to $100 million.
- The updated definition of eligible vehicle inventory allows for a broader range of vehicles to be included in the borrowing base.
- The increased flexibility in permitted acquisitions allows for strategic growth opportunities.
- The reduction in the facility size was primarily due to improve efficiencies in the use of fundings since the Company is utilizing the Asset Backed Securitization market.
Negatives
- The reduction in total borrowing capacity from $600 million to $340 million may limit the company's financial flexibility.
- The increase in the unused line fee rate to 0.50% for low utilization could increase costs if borrowing levels are low.
- The removal of pricing tiers for interest rates may result in higher borrowing costs.
- The increased fixed charge coverage ratio requirements may put pressure on the company's profitability.
- The departure of Wells Fargo Bank and CIBC Bank USA from the lending group could indicate a change in lender confidence.
Risks
- The reduced borrowing capacity could limit the company's ability to fund future growth or acquisitions.
- The increased unused line fee rate could increase expenses if the company does not maintain sufficient borrowing levels.
- The new fixed charge coverage ratio requirements could be challenging to meet if the company's profitability declines.
- Changes in the lending group could impact the company's access to credit in the future.
- The company's reliance on the Asset Backed Securitization market could expose it to risks associated with that market.
Future Outlook
The amendment provides a clear path for the company's financing through September 2025, with adjusted terms and covenants to reflect current market conditions and the company's financial strategy.
Management Comments
- The reduction in the facility size was primarily due to improve efficiencies in the use of fundings since the Company is utilizing the Asset Backed Securitization market.
Industry Context
The amendment reflects a broader trend of companies adjusting their financing arrangements in response to changing economic conditions and lender preferences. The reduction in borrowing capacity and changes in interest rate structures are common strategies to manage risk and optimize financial performance.
Comparison to Industry Standards
- The reduction in borrowing capacity is a common strategy for companies looking to reduce debt and improve financial stability, similar to moves made by other companies in the automotive retail sector such as AutoNation and CarMax.
- The increase in the unused line fee rate is a typical measure by lenders to encourage higher utilization of credit facilities, which is also seen in agreements with companies like Penske Automotive Group.
- The establishment of a fixed interest rate margin is a standard practice in loan agreements, providing more predictability for both the borrower and the lender, similar to agreements seen with companies like Group 1 Automotive.
- The updated financial covenants, including the fixed charge coverage ratio, are common in loan agreements to ensure the borrower maintains a healthy financial position, which is a standard practice across various industries.
Stakeholder Impact
- Shareholders may be concerned about the reduced borrowing capacity and its potential impact on growth.
- Employees may be indirectly affected by any changes in the company's financial strategy.
- Customers and suppliers are unlikely to be directly impacted by this amendment.
- Creditors are affected by the changes in the loan agreement, including the reduction in borrowing capacity and the new financial covenants.
Next Steps
- The company will need to manage its finances within the new borrowing limits.
- The company will need to monitor its fixed charge coverage ratio to ensure compliance with the new covenants.
- The company will need to evaluate the impact of the increased unused line fee rate on its expenses.
- The company will need to consider the impact of the changes to the lending group on its future financing options.
Related Party Transactions
- Certain members of the lending group, or their respective affiliates, have or may have various relationships with the Company and its subsidiaries involving the provision of a variety of financial services, for which they received, or will receive, customary fees and expenses.
Key Dates
- 2019-09-30: Date of the original Third Amended and Restated Loan and Security Agreement.
- 2020-10-29: Date of Amendment No. 1 to the Loan Agreement.
- 2021-02-10: Date of Amendment No. 2 to the Loan Agreement.
- 2021-09-29: Date of Amendment No. 3 to the Loan Agreement.
- 2022-04-22: Date of Amendment No. 4 to the Loan Agreement.
- 2023-02-22: Date of Amendment No. 5 to the Loan Agreement.
- 2024-01-31: End of the company's third fiscal quarter, with $125.6 million in additional availability under the agreement.
- 2024-02-28: Date of Amendment No. 6 to the Loan Agreement and the effective date of the changes.
- 2024-08-31: End date for the 1.00 to 1.0 fixed charge coverage ratio.
- 2024-09-30: Start date for the 1.15 to 1.0 fixed charge coverage ratio and the Revolver Commitment Termination Date.
- 2024-12-31: End date for the 1.15 to 1.0 fixed charge coverage ratio.
- 2025-01-31: Start date for the 1.25 to 1.0 fixed charge coverage ratio.
- 2025-09-30: Revolver Commitment Termination Date.
Keywords
Filings with Classifications
Beneficial Ownership Statement
- The purchase of company stock by a Chief Financial Officer is generally viewed as a positive signal, indicating management's belief that the stock is undervalued or that the company's future performance will be strong.
Quarterly and Annual Results
- On May 29, 2025, Car-Mart completed a term securitization transaction involving the issuance of $216 million of asset-backed notes.
- The securitization achieved an overall weighted average life adjusted coupon of 6.27%, which improved by 22 basis points compared to the Company's January 2025 issuance and by 117 basis points from the October 2024 securitization transaction.
- Net proceeds from the securitization were used to pay down the outstanding balance on the Company's revolving line of credit.
- The Company continues to explore options to diversify and expand its financing sources, such as potential warehouse lines of credit and the issuance of longer-term debt securities.
Quarterly and Annual Results
- Diluted EPS for FY25 turned profitable at $2.33, compared to a significant loss of $4.92 in FY24, indicating a strong financial recovery.
- Q4 FY25 diluted EPS significantly increased to $1.26 from $0.06 in Q4 FY24, demonstrating strong quarterly performance.
- Gross margin percentage improved by 200 basis points for the full year and 90 basis points for Q4, reflecting effective cost and pricing strategies.
- Net charge-offs as a percentage of average finance receivables improved for both Q4 and the full year, signaling better credit quality and risk management.
- The allowance for credit losses improved to 23.25% at April 30, 2025, from 25.32% a year prior, indicating a healthier loan portfolio.
Insider Transaction Report
- The document details planned significant sales of common stock by a Director and 10% owner, Adam K. Peterson, and his affiliated entities.
- A total of 154,269 shares are planned to be sold, representing approximately 9.75% of their prior beneficial ownership.
- Such a substantial planned reduction in holdings by a key insider is generally perceived as a negative signal by the market.
Securitization Announcement
- The Company completed a term securitization transaction, issuing $216 million in principal amount of asset-backed notes.
- Net proceeds of approximately $214.5 million were generated from the offering.
- The proceeds are being used to pay outstanding debt and make initial deposits into collection and reserve accounts.
Securitization Announcement
- The weighted average coupon of 6.27% is lower than previous issuances (22 basis points better than January 2025 and 107 basis points better than October 2024), indicating more favorable financing terms for the Company.
Quarterly Report
- The company reported diluted earnings per share of $0.37 compared to a loss per share of $1.34 in the same quarter last year.
- Gross margin percentage improved by 150 basis points to 35.7%.
- Net charge-offs as a percentage of average finance receivables improved to 6.1% compared to 6.8%.
Quarterly Report
- On September 20, 2024, the Company completed an underwritten public offering of 1,700,000 shares of its common stock at a price per share of $43.00.
- The net proceeds of the public offering were approximately $68.2 million after deducting the underwriting discount and offering costs of approximately $4.9 million.
- On October 22, 2024, the Company completed the sale of an additional 138,272 shares of common stock at a price of $43.00 per share, in connection with a partial exercise by the underwriter of an option.
- The net proceeds to the Company of the underwriters partial exercise of the Over-Allotment Option were approximately $5.6 million after deducting the underwriting discount and offering costs of approximately $346,000.
- The Company used the net proceeds from this offering to pay down a portion of the Companys revolving line of credit.
Quarterly Report
- The company reported an 8.7% increase in total revenue, reaching $325.7 million for the third quarter of fiscal year 2025.
- Sales volumes rose by 13.2% to 13,198 units, indicating strong sales performance.
- The company's gross margin percentage improved by 150 basis points to 35.7%, driven by better vehicle procurement and disposal strategies.
- Diluted earnings per share were $0.37, a significant improvement compared to a loss of $1.34 per share in the same quarter of the previous year.
Securitization Announcement
- The weighted average coupon improved by 95 basis points compared to the October 2024 securitization.
Quarterly Report
- The company completed a public offering of 1,700,000 shares of its common stock at a price of $43.00 per share, raising net proceeds of $68.2 million.
- The company also sold an additional 138,272 shares through the partial exercise of an over-allotment option, raising an additional $5.6 million.
- The net proceeds from the offering were used to pay down a portion of the company's revolving line of credit.
Quarterly Report
- The company's net income of $5.1 million is a significant improvement compared to a net loss of $27.5 million in the same quarter of the previous year.
- The company's gross margin improved to 39.4% of sales, including a 2.9% benefit from a change in service contract revenue recognition.
- The provision for credit losses decreased by 26.5% to $99.5 million.
Quarterly Report
- The company completed an underwritten public equity offering, resulting in net proceeds of $73.8 million.
- The company also completed a private asset-backed securitization offering, resulting in net proceeds of $297.9 million.
- The proceeds from these offerings were primarily used to pay down existing debt.
Quarterly Report
- The company reported a significant improvement in diluted earnings per share, moving from a loss to a profit.
- Gross margin improved, both including and excluding the impact of the service contract accounting change.
- Net charge-offs as a percentage of average finance receivables decreased, indicating better loan performance.
Capital Raise Update
- The company initially sold 1,700,000 shares at $43.00 per share, generating $67.8 million in net proceeds.
- The underwriters partially exercised their over-allotment option, purchasing 138,272 additional shares at $43.00 per share, resulting in an additional $5.6 million in net proceeds.
Securitization Announcement
- The weighted average coupon rate of 7.44% is a 198 basis point improvement compared to the January 2024 transaction, indicating better terms for the company.
Public Offering Announcement
- The company is raising capital through a public offering of 1,700,000 shares of common stock.
- The underwriters have an option to purchase an additional 255,000 shares.
- The company expects to receive approximately $67.8 million in net proceeds from the offering.
Loan Agreement Amendment
- The reduction in the credit line and the imposition of minimum availability requirements suggest a tightening of financial conditions for the company.
- The requirement to complete a capital raise by a specific date to avoid a fee indicates potential financial pressure.
Loan Agreement Amendment
- The company is required to complete a junior capital raise of $50 million or more.
- The net proceeds of the capital raise must be used to pay down the outstanding principal balance of the line of credit.
- A fee of 0.10% of the total permitted borrowings will be charged if the capital raise is not completed by October 31, 2024.
Quarterly Report
- The company's net loss of $964,000 is worse than the net income of $4.2 million in the same period last year.
- The decrease in revenue by 5.2% is worse than the prior year period.
- The increase in the provision for credit losses as a percentage of sales to 33.2% is worse than the 31.0% in the prior year period.
Quarterly Report
- The amendment to the revolving credit agreement requires the company to use the net proceeds of any junior capital raise of $50 million or more to pay down the outstanding principal balance of the line of credit.
- The company will pay a fee to the lenders of 0.10% of the total permitted borrowings under the line of credit if the company has not completed such a capital raise by October 31, 2024.
Quarterly Report
- The company reported a net loss per share of $0.15 compared to a diluted earnings per share of $0.63 in the same quarter last year.
- Revenue decreased by 5.2% year-over-year.
- Net charge-offs as a percentage of average finance receivables increased to 6.4% from 5.8%.
Proxy Statement
- The company reported a net loss of $31.4 million compared to the prior year's net income.
- Revenues decreased 0.5% over fiscal 2023, driven by a 8.8% retail unit volume decrease and a 0.1% decrease in customer count.
Annual Results
- The company's net income decreased from a profit of $20.4 million to a loss of $31.4 million.
- The provision for credit losses increased significantly to 36.5% of sales.
- Retail unit sales decreased by 8.8%.
Quarterly Report
- The company reported a loss per share for the full year, compared to a profit in the previous year.
- Revenue decreased both for the quarter and the full year.
- Net charge-offs as a percentage of average finance receivables increased.
- Interest expense increased significantly.
Quarterly Report
- The company reported a net loss of $8.5 million for the quarter, compared to a net income of $1.5 million in the same period last year.
- Total revenue decreased by 7.9% year-over-year, driven by a decline in retail unit sales.
- The provision for credit losses increased to 37.3% of sales, up from 31.2% in the prior year's quarter.
Quarterly Report
- The company reported a loss per share of $1.34 compared to earnings per share of $0.23 in the same quarter last year.
- Total revenue decreased by 7.9% year-over-year.
- Retail units sold decreased by 19.6% compared to the prior year quarter.
Loan Agreement Amendment
- The reduction in the total borrowing capacity from $600 million to $340 million is a negative development.
- The increase in the unused line fee rate to 0.50% for low utilization is a negative development.
- The removal of pricing tiers for interest rates may result in higher borrowing costs.
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