Current Report


 

 

UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

WASHINGTON, DC 20549

 


 

FORM 8-K

 

CURRENT REPORT PURSUANT TO SECTION 13 OR 15(d) OF

THE SECURITIES EXCHANGE ACT OF 1934

 

Date of Report (Date of earliest event reported):  July 29, 2009

 

Advance America, Cash Advance Centers, Inc.

(Exact name of registrant as specified in its charter)

 

Delaware

 

001-32363

 

58-2332639

(State of Incorporation)

 

(Commission File Number)

 

(IRS Employer Identification No.)

 

135 North Church Street

Spartanburg, South Carolina 29306

(Address of principal executive offices) (Zip Code)

 

(864) 342-5600

(Registrant’s telephone number, including area code)

 

Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions:

 

o

Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)

o

Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12(b))

o

Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))

o

Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))

 

 

 



 

Item 2.02. Results of Operations and Financial Condition.

 

On July 29, 2009, Advance America, Cash Advance Centers, Inc. (the “Company”) issued a press release announcing its earnings for the fiscal quarter ended June 30, 2009.  The earnings release is attached hereto as Exhibit 99.1 to this current report.  This information shall not be deemed “filed” for purposes of Section 18 of the Securities Exchange Act of 1934, or otherwise subject to the liability of that section, nor shall it be deemed incorporated by reference in any filing under the Securities Act of 1933 or the Securities Exchange Act of 1934, except as expressly set forth by specific reference in such filing.

 

Item 8.01.   Other Events.

 

On July 29, 2009, the Company announced that its Board of Directors declared a regular quarterly cash dividend of $0.0625 per share payable on September 4, 2009 to stockholders of record as of August 25, 2009.

 

Item 9.01.  Financial Statements and Exhibits.

 

(d)           Exhibits

 

Exhibit
Number

 

Description

99.1

 

Press Release, dated July 29, 2009, of Advance America, Cash Advance Centers, Inc. furnished pursuant to Item 2.02. Results of Operations and Financial Condition.

 

2



 

SIGNATURE

 

Pursuant to the requirements of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized.

 

Dated:  July 29, 2009

 

 

ADVANCE AMERICA, CASH ADVANCE CENTERS, INC.

 

 

 

 

 

By:

/s/ J. Patrick O’Shaughnessy

 

 

J. Patrick O’Shaughnessy

 

 

Chief Financial Officer and Executive Vice President

 

3



 

Exhibit
Number

 

Description

 

 

 

99.1

 

Press Release, dated July 29, 2009, of Advance America, Cash Advance Centers, Inc. furnished pursuant to Item 2.02. Results of Operations and Financial Condition.

 

4


Exhibit 99.1

 

 

FOR IMMEDIATE RELEASE

 

Contacts:

Jamie Fulmer- (864) 342-5633

 

jfulmer@advanceamerica.net

 

Advance America Cash Advance Reports Earnings Per Share of $0.11 for the Second Quarter

 

SPARTANBURG, S.C., July 29, 2009 Advance America, Cash Advance Centers, Inc. (NYSE: AEA) today reported the results of its operations for the six months and quarter ended June 30, 2009.

 

For the six months ended June 30, 2009, total revenues decreased 6.4% to $306.5 million, compared to $327.6 million for the same period in 2008. Total revenues for the quarter ended June 30, 2009 decreased 7.4% to $150.1 million, compared to $162.1 million for same period in 2008. These comparisons include the results of operations in Arkansas and New Mexico, states the Company exited in 2008, as well as operations in New Hampshire, a state in which the Company ceased making advances in January 2009. Revenue from these states for the six months and quarter ended June 30, 2008 were $6.5 million and $2.9 million respectively. In addition, as a result of a new Ohio law enacted in November 2008, the contribution to revenues from our centers in Ohio has decreased dramatically.  Revenue from Ohio declined by $12.7 million and $5.2 million, for the six

 



 

months and quarter ended June 30, 2009, respectively, compared to the same periods in 2008.

 

Excluding revenues from Arkansas, New Mexico, New Hampshire and Ohio for both the six months and quarter ended June 30, 2009, total revenues decreased by 0.7% and 2.7% respectively from the same periods in 2008.  For the quarter ended June 30, 2009, total revenues for the centers opened prior to April 1, 2008 and still open as of June 30, 2009 decreased 4.1% compared to the same period in 2008.

 

The provision for doubtful accounts as a percentage of total revenues for the six months ended June 30, 2009 was 17.7%, compared to 15.6% for the same period in 2008. For the quarter ended June 30, 2009, the provision for doubtful accounts as percentage of total revenues was 22.0%, compared to 18.6% for the same period in 2008. The increase in the provision for doubtful accounts for both the six months and quarter ended June 30, 2009 was primarily a result of a higher loss reserve for a new open-ended line of credit product that the Company began offering in Virginia in late 2008. In addition, the Company sold approximately $2.2 million of written-off receivables during the quarter ended June 30, 2009, compared to $0.5 million during the same period in 2008.

 

For the quarter ended June 30, 2009, the Company’s advertising expense was $8.9 million or 6.0% of revenue, compared to $6.8 million or 4.2% of revenue for the same period in 2008. The Company expects its advertising expense for the year ending December 31, 2009 to be between 3.0% and 3.5% of revenue.

 



 

Center expenses for the six months and quarter ended June 30, 2009 were $237.5 million and $125.5 million, respectively, compared to $245.9 million and $126.2 million for the same periods in 2008. Excluding the provision for doubtful accounts and advertising expense for the quarter ended June 30, 2009, center expenses decreased by $5.7 million or 6.3% compared to the same period in 2008, primarily due to center consolidation and cost control initiatives.

 

Center gross profit decreased 15.5% to $69.1 million in the first six months of 2009, from $81.7 million in the same period of 2008. For the quarter ended June 30, 2009, center gross profit decreased 31.3% to $24.7 million, from $35.9 million for the quarter ended June 30, 2008. During the first six months of 2009, the Company closed 165 centers in 26 different states and 1 center in the United Kingdom, of which approximately 105 centers were closed during the quarter ended June 30, 2009. As a result, the Company had approximately $5.1 million and $1.7 million of center closing costs during the six months and quarter ended June 30, 2009, respectively, compared to $1.1 million and $0.2 million during the same periods in 2008.  As of June 30, 2009, the Company had an operating network of 2,635 centers and 78 limited licensees in 33 states, the United Kingdom, and Canada.

 

For the six months ended June 30, 2009, general and administrative expenses were $27.9 million, compared to $32.4 million for the same period in 2008, a decrease of 13.9%.  General and administrative expenses for the quarter ended June 30, 2009 were $13.8

 



 

million compared to $16.0 million for the same quarter in 2008, a decrease of 13.8%. The decrease in general and administrative expenses is primarily due to lower public and government relations expenses in addition to the Company’s continued emphasis on controlling costs.

 

For the quarter ended June 30, 2009, the Company’s income tax expense decreased to 23.5% of income before taxes, compared to 43.8% during the same period in 2008, primarily due to the reduction in state taxes as a result of claims filed for recovery of taxes recognized in prior years.

 

Net income for the first six months of 2009 decreased 9.5% to $21.8 million, compared to $24.1 million for the same period in 2008. Net income for the quarter ended June 30, 2009 decreased 28.4% to $6.6 million, compared to $9.3 million for the same period in 2008.

 

Diluted earnings per share were $0.35 for the six months ended June 30, 2009, compared to diluted earnings per share of $0.36 for the same period in 2008. For the quarter ended June 30, 2009, diluted earnings per share were $0.11 for the quarter ended June 30, 2009, compared to diluted earnings per share of $0.14 for the same period in 2008.

 

Commenting on the results of the second quarter of 2009, Advance America’s President and Chief Executive Officer, Ken Compton, said, “We are pleased with Advance America’s ability to deliver solid financial results for our shareholders during what

 



 

continues to be a very difficult economic climate. Despite rising unemployment and other key indicators that show our country is in a prolonged recession, we have been able to mitigate the effects on our operations by carefully managing our business and restraining costs, while continuing to offer our customers highly-valued products and services. Amid a complex consumer lending landscape, we provide our customers simple, convenient, and transparent short-term credit and other financial services that meet their distinct needs. Our results once again validate our products and services in a competitive marketplace and underscore the importance to consumers of having viable, cost-competitive alternatives to choose from when they encounter short-term financial challenges.”

 

Today, the Company’s Board of Directors declared a regular quarterly dividend of $0.0625 per share. The dividend will be payable on September 4, 2009, to stockholders of record as of August 25, 2009.

 

As of June 30, 2009, the Company had returned approximately $363.6 million in cash to its stockholders through the repurchase of shares and the payment of quarterly dividends since becoming a public company in December of 2004.

 

The Company will discuss these results during a conference call on Thursday, July 30 at 8:00 a.m. (ET).

 

To listen to this call, please dial the conference telephone number (888) 452-4007. This call will also be webcast live and can be accessed at Advance America’s website

 



 

www.advanceamerica.net.   An audio replay of the call will be available online or by telephone (888) 203-1112 (replay passcode: 4331766) until August 6, 2009.

 

About Advance America Cash Advance
 

Founded in 1997, Advance America, Cash Advance Centers, Inc. (NYSE: AEA) is the country’s leading provider of cash advance services, with approximately 2,635 centers and 78 limited licensees in 33 states, the United Kingdom and Canada. The Company offers convenient, less-costly credit options to consumers whose needs are not met by traditional financial institutions. The Company is a founding member of the Community Financial Services Association of America (CFSA), whose mission is to promote laws that provide substantive consumer protections and to encourage responsible industry practices.

# # #

Forward-Looking Statements and Information:

Certain statements contained in this release may constitute “forward-looking statements” within the meaning of federal securities laws.  All statements in this release other than those relating to our historical information or current condition are forward-looking statements.  For example, any statements regarding our future financial performance, our business strategy, and expected developments in our industry are forward-looking statements.  Although we believe that the current views and expectations reflected in these forward-looking statements are reasonable, those views and expectations and the related statements are inherently subject to risks, uncertainties, and other factors, many of which are not under our control and may not even be predictable.  Therefore, actual results could differ materially from our expectations as of today and any future results, performance, or achievements expressed directly or impliedly by the forward-looking statements.  For a more detailed discussion of some of the factors that may cause our actual results to differ from our current expectations, please refer to the “Risk Factors” section of our Annual Report on Form 10-K for the fiscal year ended December 31, 2008, a copy of which is available from the Securities and Exchange Commission, upon request from us, or by going to our website: www.advanceamerica.net.

 



 

Interim Unaudited Consolidated Statements of Income

Three and Six Months Ended June 30, 2008 and 2009

(in thousands, except per share data)

 

 

 

Three Months Ended

 

Six Months Ended

 

 

 

June 30,

 

June 30,

 

 

 

2008

 

2009

 

2008

 

2009

 

 

 

 

 

 

 

 

 

 

 

Total Revenues

 

$

162,142

 

$

150,124

 

$

327,598

 

$

306,517

 

 

 

 

 

 

 

 

 

 

 

Center Expenses:

 

 

 

 

 

 

 

 

 

Salaries and related payroll costs

 

49,305

 

45,404

 

100,706

 

92,917

 

Provision for doubtful accounts

 

30,225

 

33,012

 

51,005

 

54,110

 

Occupancy costs

 

24,605

 

23,247

 

50,029

 

48,020

 

Center depreciation expense

 

4,228

 

3,260

 

8,523

 

6,983

 

Advertising expense

 

6,844

 

8,935

 

9,990

 

11,116

 

Other center expenses

 

11,041

 

11,606

 

25,636

 

24,312

 

Total center expenses

 

126,248

 

125,464

 

245,889

 

237,458

 

Center gross profit

 

35,894

 

24,660

 

81,709

 

69,059

 

 

 

 

 

 

 

 

 

 

 

Corporate and Other Expenses (Income):

 

 

 

 

 

 

 

 

 

General and administrative expenses

 

16,009

 

13,798

 

32,384

 

27,869

 

Corporate depreciation expense

 

792

 

679

 

1,560

 

1,367

 

Interest expense

 

2,529

 

1,595

 

5,217

 

3,294

 

Interest income

 

(29

)

(17

)

(70

)

(34

)

(Gain)/Loss on disposal of property and equipment

 

92

 

(80

)

218

 

(47

)

Loss on impairment of assets

 

 

 

236

 

2,209

 

Income before income taxes

 

16,501

 

8,685

 

42,164

 

34,401

 

Income tax expense

 

7,227

 

2,043

 

18,086

 

12,616

 

Net income

 

$

9,274

 

$

6,642

 

$

24,078

 

$

21,785

 

 

 

 

 

 

 

 

 

 

 

Net income per common share - basic

 

$

0.14

 

$

0.11

 

$

0.36

 

$

0.36

 

Weighted average number of shares outstanding - basic

 

64,508

 

60,865

 

67,586

 

60,862

 

 

 

 

 

 

 

 

 

 

 

Net income per common share - diluted

 

$

0.14

 

$

0.11

 

$

0.36

 

$

0.35

 

Weighted average number of shares outstanding - diluted

 

64,512

 

61,657

 

67,607

 

61,545

 

 



 

Consolidated Balance Sheets

December 31, 2008 and June 30, 2009

(in thousands, except per share data)

 

 

 

December 31,

 

June 30,

 

 

 

2008

 

2009

 

 

 

 

 

(unaudited)

 

Assets

 

 

 

 

 

Current assets

 

 

 

 

 

Cash and cash equivalents

 

$

16,017

 

$

14,754

 

Advances and fees receivable, net

 

220,115

 

194,785

 

Deferred income taxes

 

13,008

 

13,008

 

Other current assets

 

15,721

 

23,761

 

Total current assets

 

264,861

 

246,308

 

Restricted cash

 

4,633

 

7,681

 

Property and equipment, net

 

46,091

 

37,466

 

Goodwill

 

126,661

 

127,182

 

Other assets

 

4,764

 

4,366

 

Total assets

 

$

447,010

 

$

423,003

 

 

 

 

 

 

 

Liabilities and Stockholders’ Equity

 

 

 

 

 

Current liabilities

 

 

 

 

 

Accounts payable

 

$

13,977

 

$

12,085

 

Accrued liabilities

 

33,917

 

30,369

 

Income taxes payable

 

1,625

 

 

Accrual for third-party lender losses

 

3,960

 

3,853

 

Current portion of long-term debt

 

545

 

563

 

Total current liabilities

 

54,024

 

46,870

 

Revolving credit facility

 

189,817

 

158,235

 

Long-term debt

 

4,590

 

4,356

 

Deferred income taxes

 

22,311

 

22,311

 

Deferred revenue

 

4,791

 

3,671

 

Other liabilities

 

218

 

277

 

Total liabilities

 

275,751

 

235,720

 

 

 

 

 

 

 

Commitments and contingencies

 

 

 

 

 

Stockholders’ equity

 

 

 

 

 

Preferred stock, par value $.01 per share, 25,000 shares authorized; no shares issued and outstanding

 

 

 

Common stock, par value $.01 per share, 250,000 shares authorized;

 

 

 

 

 

96,821 shares issued and 61,087 shares outstanding at December 31, 2008;

 

 

 

 

 

96,821 shares issued and 61,649 shares outstanding at June 30, 2009

 

968

 

968

 

Paid in capital

 

288,635

 

289,498

 

Retained earnings

 

143,961

 

158,042

 

Accumulated other comprehensive loss

 

(2,585

)

(1,663

)

Common stock in treasury (35,734 shares at cost at December 31, 2008;

 

 

 

 

 

35,172 shares at cost at June 30, 2009)

 

(259,720

)

(259,562

)

Total stockholders’ equity

 

171,259

 

187,283

 

Total liabilities and stockholders’ equity

 

$

447,010

 

$

423,003