UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
Form 10-Q
[ X ] QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES
AND EXCHANGE ACT OF 1934
For the quarterly period ended June 30, 1996
or
[ ] TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES
AND EXCHANGE ACT of 1934
For the transition period from to
Commission File Number: 0-19599
WORLD ACCEPTANCE CORPORATION
(Exact name of registrant as specified in its charter.)
South Carolina 57-0425114
(State or other jurisdiction of (I.R.S. Employer Identification
incorporation or organization) Number)
108 Frederick Street
Greenville, South Carolina 29607
(Address of principal executive offices)
(Zip Code)
(864) 298-9800
(registrant's telephone number, including area code)
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 shorter period than the registrant was required
to file such reports), and (2) has been subject to such filing requirements for
the past 90 days.
X Yes No
Indicate the number of shares outstanding of each of issuer's classes of common
stock, as of the latest practicable date, August 12, 1996.
Common Stock, no par value 19,788,073
(Class) (Outstanding)
1
<PAGE>
WORLD ACCEPTANCE CORPORATION
AND SUBSIDIARIES
TABLE OF CONTENTS
PART I - FINANCIAL INFORMATION
Page
Item 1. Consolidated Financial Statements (unaudited):
Consolidated Balance Sheets as of June 30,
1996 and March 31, 1996 3
Consolidated Statements of Operations for the
three months ended June 30, 1996 and June 30, 1995 4
Consolidated Statements of Shareholders' Equity 5
Consolidated Statements of Cash Flows for the
three months ended June 30, 1996 and June 30, 1995 6
Notes to Consolidated Financial Statements 7
Item 2. Management's Discussion and Analysis of Financial 8
Condition and Results of Operations for the three months
ended June 30, 1996 and June 30, 1995
PART II - OTHER INFORMATION
Item 1. Legal Proceedings 11
Item 2. Changes in Securities 11
Item 6. Exhibits and Reports on Form 8-K 12
Signatures 14
2
<PAGE>
WORLD ACCEPTANCE CORPORATION
AND SUBSIDIARIES
CONSOLIDATED BALANCE SHEETS
(Unaudited)
<TABLE>
<CAPTION>
June 30, March 31,
1996 1996
ASSETS
<S> <C> <C>
Cash $ 1,430,879 1,693,747
Gross loans receivable 103,832,475 99,425,915
Less:
Unearned interest and fees (21,541,904) (19,802,649)
Allowance for loan losses (5,230,171) (5,006,703)
------------ -------------
Loans receivable, net 77,060,400 74,616,563
Property and equipment, net 6,132,520 5,643,120
Other assets, net 3,162,419 2,609,329
Intangible assets, net 4,564,698 4,859,807
------------ -------------
$ 92,350,916 89,422,566
============ =============
LIABILITIES & SHAREHOLDERS' EQUITY
Liabilities:
Senior notes payable 46,500,000 37,750,000
Other note payable 482,000 482,000
Income taxes payable 1,927,387 2,311,456
Accounts payable and accrued expenses 3,541,999 3,999,442
------------ -------------
Total liabilities 52,451,386 44,542,898
------------ -------------
Shareholders' equity:
Common stock, no par value
- -
Additional paid-in capital 7,581,057 14,625,136
Retained earnings 32,318,473 30,254,532
------------ -------------
Total shareholders' equity 39,899,530 44,879,668
------------ -------------
$ 92,350,916 89,422,566
============ =============
</TABLE>
See accompanying notes to consolidated financial statements.
3
<PAGE>
WORLD ACCEPTANCE CORPORATION
AND SUBSIDIARIES
CONSOLIDATED STATEMENTS OF OPERATIONS
(Unaudited)
<TABLE>
<CAPTION>
Three months ended
June 30,
1996 1995
<S> <C> <C>
Revenues:
Interest and fee income $ 15,298,781 13,878,435
Insurance and other income 2,007,685 1,983,083
------------ ------------
Total revenues 17,306,466 15,861,518
------------ ------------
Expenses:
Provision for loan losses 2,245,665 1,639,180
------------ ------------
General and administrative expenses:
Personnel 6,805,986 6,157,057
Occupancy and equipment 1,207,608 1,031,087
Data processing 261,065 266,668
Advertising 588,236 424,359
Amortization of intangible assets 693,443 701,163
Other 1,450,998 1,384,591
------------ ------------
11,007,336 9,964,925
------------ ------------
Interest expense 879,524 799,154
----------- ------------
Total expenses 14,132,525 12,403,259
------------ ------------
Income before income taxes 3,173,941 3,458,259
Income taxes 1,110,000 1,250,000
------------- --------------
Net income $ 2,063,941 2,208,259
============ ============
Net income per common share:
Primary $ .10 .10
============ ============
Fully diluted $ .10 .10
============ ============
Weighted average common equivalent shares outstanding:
Primary 20,812,243 21,523,657
============ ============
Fully diluted 20,812,243 21,660,288
============ ============
</TABLE>
See accompanying notes to consolidated financial statements.
4
<PAGE>
WORLD ACCEPTANCE CORPORATION
AND SUBSIDIARIES
CONSOLIDATED STATEMENTS OF SHAREHOLDERS' EQUITY
(Unaudited)
<TABLE>
<CAPTION>
Additional
Paid-in Retained
Capital Earnings Total
<S> <C> <C>
Balances at March 31, 1995 $ 16,059,492 19,698,474 35,757,966
Proceeds from exercise of stock options (45,000 shares),
including tax benefit of $124,140 326,168 - 326,168
Common stock repurchases (176,000 shares) (1,760,524) (1,760,524)
Net income - 10,556,058 10,556,058
----------- ----------- -----------
Balances at March 31, 1996 $ 14,625,136 30,254,532 44,879,668
----------- ---------- -----------
Proceeds from exercise of stock options (1,500 shares),
including tax benefit of $3,451 7,831 - 7,831
Common stock repurchases (715,000 shares) (7,051,910) (7,051,910)
Net income - 2,063,941 2,063,941
----------- ----------- -----------
Balances at June 30, 1996 $ 7,581,057 32,318,473 39,899,530
=========== ========== ==========
</TABLE>
See accompanying notes to consolidated financial statements.
5
<PAGE>
WORLD ACCEPTANCE CORPORATION
AND SUBSIDIARIES
CONSOLIDATED STATEMENTS OF CASH FLOWS
(Unaudited)
<TABLE>
<CAPTION>
Three months ended
June 30,
1996 1995
<S> <C> <C>
Cash flows from operating activities:
Net income $ 2,063,941 2,208,259
Adjustments to reconcile net income
to net cash provided by operating activities:
Provision for loan losses 2,245,665 1,639,180
Amortization of intangible assets 693,443 701,163
Amortization of loan costs and discounts 8,210 9,209
Depreciation 315,190 248,174
Change in accounts:
Other assets, net (561,300) (1,449,586)
Income taxes payable (380,618) (132,874)
Accounts payable and accrued expenses (457,443) 81,312
------------ -----------
Net cash provided by operating activities 3,927,088 3,304,837
----------- -----------
Cash flows from investing activities:
Increase in loans, net (4,257,382) (3,608,206)
Net assets acquired from office acquisitions,
primarily loans (438,920) (50,638)
Purchases of premises and equipment (797,790) (237,121)
Purchases of intangible assets (398,334) (35,000)
Repurchase of common stock (7,051,910) -
----------- --------
Net cash used by investing activities (12,944,336) (3,930,965)
----------- -----------
Cash flows from financing activities:
Proceeds from senior notes payable, net 8,750,000 900,000
Proceeds from exercise of stock options 4,380 19,065
----------- -----------
Net cash provided by financing activities 8,754,380 919,065
----------- -----------
Increase (decrease) in cash (262,868) 292,937
Cash, beginning of period 1,693,747 1,191,699
----------- -----------
Cash, end of period $ 1,430,879 1,484,636
============= =============
Supplemental disclosure of cash flow information:
Cash paid for interest expense $ 1,163,961 1,227,032
Cash paid for income taxes 1,490,618 1,382,874
Supplemental schedule of noncash financing activities:
Tax benefits from exercise of stock options 3,451 10,253
</TABLE>
See accompanying notes to consolidated financial statements.
6
<PAGE>
WORLD ACCEPTANCE CORPORATION AND SUBSIDIARIES
NOTES TO CONSOLIDATED FINANCIAL STATEMENTS
June 30, 1996
NOTE 1 - BASIS OF PRESENTATION
The consolidated financial statements of the Company at June 30, 1996, and
for the period then ended were prepared in accordance with the instructions for
Form 10-Q and are unaudited; however, in the opinion of management, all
adjustments (consisting only of items of a normal recurring nature) necessary
for a fair presentation of the financial position at June 30, 1996, and the
results of operations and cash flows for the period then ended, have been
included. The results for the period ended June 30, 1996, are not necessarily
indicative of the results that may be expected for the full year or any other
interim period.
These consolidated financial statements do not include all disclosures
required by generally accepted accounting principles and should be read in
conjunction with the Company's audited financial statements and related notes
for the year ended March 31, 1996, included in the Company's 1996 Annual Report
to Shareholders.
NOTE 2 - ALLOWANCE FOR LOAN LOSSES
The following is a summary of the changes in the allowance for loan losses
for the periods indicated (unaudited):
Three months ended June 30,
1996 1995
Balance at beginning of period $ 5,006,703 4,363,612
Provision for loan losses 2,245,665 1,639,180
Loan losses (2,215,818) (1,490,472)
Recoveries 193,621 99,846
----------- ----------
Balance at end of period $ 5,230,171 4,612,166
=========== =========
NOTE 3 - PARADATA FINANCIAL SYSTEMS (PARADATA)
On April 7, 1993, the Company completed the purchase of substantially all
of the assets of ParaData. ParaData has developed and markets a proprietary data
processing software package for use in the finance industry. The Company
converted its consumer finance offices to this system in the fourth quarter of
fiscal 1994.
The following statement of operations data for ParaData was included in the
Consolidated Statement of Operations for the three-month periods ending June 30,
1996 and 1995 (unaudited):
1996 1995
--------- -------
Sales and system support $ 506,099 1,506,337
Cost of sales (126,672) (1,056,321)
--------- -----------
Net margin (included in other income) 379,427 450,016
General and administrative expenses
Personnel 275,588 237,822
Occupancy and equipment 65,735 59,639
Advertising 4,071 2,034
Amortization of intangibles 7,189 7,188
Other 49,277 61,893
--------- ---------
401,860 368,576
Interest expense - 6,586
--------- ---------
Income (loss) before taxes $ (22,433) 74,854
========= =========
7
<PAGE>
WORLD ACCEPTANCE CORPORATION
AND SUBSIDIARIES
PART I. FINANCIAL INFORMATION
ITEM 2. MANAGEMENT'S DISCUSSION AND ANALYSIS
OF FINANCIAL CONDITION AND RESULTS OF OPERATIONS
Results of Operations
The following table sets forth certain information derived from the
Company's consolidated statements of operations and balance sheets, as well as
operating data and ratios, for the periods indicated (unaudited):
Three months
ended June 30,
1996 1995
(Dollars in thousands)
Average gross loans receivable (1) $ 101,681 90,238
Average loans receivable (2) 80,144 71,532
Expenses as a % of total revenue:
Provision for loan losses 13.0% 10.3%
General and administrative 63.6% 62.8%
Total interest expense 5.1% 5.0%
Operating margin (3) 23.4% 26.8%
Return on average assets (annualized) 9.1% 10.4%
Offices opened or acquired, net 14 30
Total offices (at period end) 296 274
(1) Average gross loans receivable have been determined by averaging month-end
gross loans receivable over the indicated period.
(2) Average loans receivable have been determined by averaging month-end gross
loans receivable less unearned interest and deferred fees over the
indicated period.
(3) Operating margin is computed as total revenues less provision for loan
losses and general and administrative expenses, as a percentage of total
revenue.
Comparison of Three Months Ended June 30, 1996, Versus
Three Months Ended June 30, 1995
Net income amounted to $2,064,000 for the three months ended June 30, 1996,
a 6.5% decrease from the $2,208,000 earned during the corresponding three-month
period of the previous year. This decrease resulted from a decrease in operating
income (revenues less provision for loan losses and general and administrative
expenses) of approximately $204,000, or 4.8%, and an increase in interest
expense of approximately $80,000. These reductions were partially offset by a
decrease in income tax expense.
While the Company experienced a reduction in overall net income over the
two corresponding quarters, earnings per share remained constant at $.10 as a
result of lower average shares outstanding in the 1996 quarter, which resulted
primarily from continuing share repurchases under the Company's stock repurchase
program.
8
<PAGE>
WORLD ACCEPTANCE CORPORATION
MANAGEMENTS' DISCUSSION AND ANALYSIS, CONTINUED
Comparison of Three Months Ended June 30, 1996, Versus
Three Months Ended June 30, 1995, continued
Interest and fee income for the quarter ended June 30, 1996, increased by
$1,420,000, or 10.2%, over the same period of the prior year. This increase
resulted primarily from an $8.6 million, or 12.0%, increase in average loans
receivable over the two corresponding periods. Offsetting the increase in
balances was a slight reduction in loan yields from 77.6% for the quarter ended
June 30, 1995 to 76.4% during the most recent quarter. This slight reduction in
yields resulted from a small geographic relocation in mix of the portfolio among
the various states as well as a small increase in the average loan size made
during the period.
Insurance commissions and other income increased by $25,000, or 1.2%, over
the two quarters. This reflects an increase in insurance commissions of $99,000,
or 8.7%, and a decrease in other income of $74,000, or 8.8%. The increase in
insurance commission reflected an increase in loan volume in the states where
credit insurance may be sold and the reduction in other income primarily
resulted from a reduced contribution to net revenues from the Company's ParaData
subsidiary, which is not expected to repeat the contribution to overall earnings
that it made during fiscal 1996.
Total revenues amounted to $17.3 million during the quarter ended June 30,
1996, representing a 9.1% increase over the $15.9 million for the corresponding
quarter of the previous year. Revenues from the 244 offices open throughout both
quarters increased by approximately 1.7%. At June 30, 1996, the Company had 296
offices in operation, an increase of 14 offices from March 31, 1996.
The provision for loan losses during the quarter ended June 30, 1996
increased by $606,000 million, or 37.6%, from the same quarter last year. This
increase resulted from a combination of increases in both the general allowance
for loan losses and the amount of loans charged off. As a percentage of gross
loans outstanding, the allowance for loan losses remained constant at 5.0%. Net
charge-offs for the current quarter amounted to $2,022,000, a 45.4% increase
over the $1,391,000 charged off during the same quarter of fiscal 1996, and net
charge-offs as a percentage of average loans increased to 10.1% for the current
quarter from 7.8% for the previous year quarter. Management believes that the
increased delinquencies and charge-offs are consistent with a national trend
affecting all phases of the consumer financial services industry and is
continuing to monitor the Company's delinquencies and charge-offs closely. Until
delinquencies and charge-offs return to historical levels, management expects
this trend to continue to negatively affect the results of operations of the
Company's small loan business.
General and administrative expenses for the quarter ended June 30, 1996,
increased by $1,042,000, or 10.5%, over the same quarter of fiscal 1996. This
increase resulted from the additional general and administrative expenses
associated with the 22 new offices opened or acquired between June 30, 1995, and
1996. Overall, general and administrative expenses, when divided by average open
offices, decreased by approximately .7% when comparing the two quarterly
periods; and, as a percentage of total revenue, increased slightly from 62.8%
during the prior year quarter to 63.6% during the most recent quarter.
Interest expense increased by $80,000, or 10.1%, primarily as a result of
the additional debt incurred to fund the stock repurchase program. During the
quarter, the Company repurchased 715,000 shares for a total cost of $7,051,910.
The Company's effective income tax rate decreased to 35.0% during the
current quarter compared to 36.1% during the same quarter of the prior year.
This decrease resulted from reduced state income taxes following a Company
reorganization in the prior fiscal year and the reduced amortization of
nondeductible goodwill.
Liquidity and Capital Resources
The Company's primary sources of funds are cash flow from operations and
borrowings under its revolving credit agreement. The Company's primary ongoing
cash requirements are funding the opening and operation of new offices, funding
overall growth of loans outstanding, the repayment of existing debt, and ongoing
repurchases of its common stock under the stock repurchase program.
9
<PAGE>
WORLD ACCEPTANCE CORPORATION
MANAGEMENTS' DISCUSSION AND ANALYSIS, CONTINUED
The Company has a $50.0 million revolving credit agreement and $16.0
million of senior term notes outstanding with institutional lenders. The term
notes provide for interest payments to be made semi-annually at a fixed rate of
8.5% with annual principal payments of $4.0 million to be made each year (the
next payment being due on December 1, 1996). The revolving credit facility
expires on November 30, 1998, and bears interest, at the Company's option, at
the agent's prime rate or LIBOR plus 1.60%. At June 30, 1996, the interest rate
under the revolving credit facility was 7.13%, and the Company's outstanding
balance under this facility was $30.5 million, leaving $19.5 million in
borrowing availability under existing borrowing base limitations, which are
based on eligible loans receivable. The revolving credit facility also provides
for an additional $10.0 million in availability for the period November 15, 1996
through March 15, 1997, to insure that adequate funds are available to fund the
anticipated loan growth during the Company's traditional busy season. Borrowings
under the revolving credit agreement and the term notes are secured by a lien on
substantially all the tangible and intangible assets of the Company and its
subsidiaries pursuant to various security agreements.
The Company believes that the cash flow from operations and borrowings
under its revolving credit facility will be adequate to fund the principal
payments due under the term notes, fund the expected cost of opening and
operating new offices, including funding initial operating losses of new offices
and loans receivable originated by those offices and the Company's other offices
and fund planned stock repurchases under the repurchase program.
Inflation
The Company does not believe that inflation has a material adverse effect
on its financial condition or results of operations. The primary impact of
inflation on the operations of the Company is reflected in increased operating
costs. While increases in operating costs would adversely affect the Company's
operations, the consumer lending laws of three of the six states in which the
Company currently operates allow indexing of maximum loan amounts to the
Consumer Price Index. These provisions will allow the Company to make larger
loans at existing interest rates, which could offset the effect of inflationary
increases in operating costs.
Seasonality
The Company's loan volume and corresponding loans receivable follow
seasonal trends. The Company's highest loan demand occurs each year from October
through December, its third fiscal quarter. Loan demand is generally the lowest
and loan repayment is highest from January to March, its fourth fiscal quarter.
Loan volume and average balances remain relatively level during the remainder of
the year. This seasonal trend causes fluctuations in the Company's cash needs
and quarterly operating performance through corresponding fluctuations in
interest and fee income and insurance commissions earned, since unearned
interest and insurance income are accreted to income on a collection method.
Consequently, operating results for the Company's third fiscal quarter are
significantly lower than in other quarters and operating results for its fourth
fiscal quarter are generally higher than in other quarters.
10
<PAGE>
WORLD ACCEPTANCE CORPORATION
AND SUBSIDIARIES
PART II. OTHER INFORMATION
Item 1. Legal Proceedings
The Company and its Georgia subsidiary are named as co-defendants with a
number of other finance companies, jewelry and furniture retailers,
and insurance companies in an action, Elaine M. Jordan, et al. v.
World Finance Corporation of Georgia and World Acceptance
Corporation, et al. (Case No. 95-52-COL, U. S. District Court, Middle
District of Georgia, Columbus Division), involving the defendants'
non-file insurance practices. The complaint alleges, among other
things, that the defendants' non-file insurance coverages do not
constitute true insurance, which result in alleged federal
truth-in-lending, RICO and antitrust violations and state fraud,
breach of contract and conversion violations, and seeks certification
of a nationwide class of plaintiffs to recover money damages and
injunctive relief. The complaint in this action was filed on April
18, 1995, the Company has filed an answer and the parties are in the
discovery process. In April 1996, the court approved the admission of
a number of additional defendants into the case, which were already
defendants in a case pending in federal courts in Alabama involving
similar issues. The Company has been advised that certain of the
defendants in the case have agreed to settle the claims made against
them by paying money damages to the plaintiffs. The Company has also
been advised that at least one of the settling defendants has agreed
to change its non-file insurance practices. If the Company's non-file
insurance practices are found to be invalid, the Company could be
required to refund non-file insurance fees, pay other significant
damages to the plaintiffs or change its non-file insurance practices
going forward, and the Company could experience a reduction in future
income unless legislative reforms are enacted. The Company disputes
the allegations made in the complaint, and intends to continue to
defend itself vigorously. Although the Company is unable to predict
the outcome of this litigation, management expects that it will not
have a material adverse effect on the Company's financial position or
results of operations.
Management's statement of expectation about the outcome of this
litigation should be deemed a forward-looking statement,
and no assurance can be given that management's
expectation will prove correct, as such expectation is
subject to certain risks, uncertainties and
assumptions based on the preliminary nature of
the case and the vagaries of litigation generally.
Should one or more of these risks materialize or should
underlying assumptions prove incorrect, the
actual outcome of this litigation could differ
materially from management's expectation.
The Company from time to time and currently is involved as plaintiff
or defendant in various other legal actions incident to its business.
The current legal activities are not believed to be material to the
financial condition of the Company.
Item 2. Changes in Securities
None. The Company's credit agreements contain certain restrictions on
the payment of cash dividends on its capital stock.
11
<PAGE>
WORLD ACCEPTANCE CORPORATION
AND SUBSIDIARIES
PART II. OTHER INFORMATION, CONTINUED
Item 6. Exhibits and Reports on Form 8-K
(a) Exhibits:
<TABLE>
<CAPTION>
Previous Company
Exhibit Exhibit Registration
Number Description Number No. or Report
<S> <C> <C> <C>
3.1 Second Amended and Restated Articles of Incorporation of the 3.1 1992 10-K
Company
3.2 First Amendment to Second Amended and Restated Articles 3.2 1995 10-K
of Incorporation
3.3 Amended Bylaws of the Company 3.4 33-42879
4.1 Specimen Share Certificate 4.1 33-42879
4.2 Articles 3, 4 and 5 of the Form of Company's Second 3.1, 3.2 1995 10-K
Amended and Restated Articles of Incorporation
4.3 Article II, Section 9 of the Company's Second Amended 3.2 1995 10-K
and Restated Bylaws
4.4 Revolving Credit Agreement, dated as of December 1, 1992, 4.6 33-61524
between Harris Trust and Savings Bank, the Banks signatory
thereto from time to time and the Company
4.5 First Amendment re: Note Agreements, Revolving Credit 4.5 1994 10-K
Agreement and Security Agreement, Pledge and Indenture of Trust,
dated as of April 2, 1993, between the Company and the Banks
signatory thereto
4.6 Second Amendment to Revolving Credit Agreement, dated as 4.6 1994 10-K
of September 1, 1993, between the Company and the Banks
signatory thereto
4.7 Third Amendment to Credit Agreement/Second Amendment to 4.7 1995 10-K
Revolving Credit Notes, dated as of November 1, 1994, between
the Company and the Banks signatory thereto
4.8 Third (sic) Amendment to Credit Agreement, dated as of March 4.8 1995 10-K
13, 1995, between the Company and the Banks signatory thereto
4.9 Fifth Amendment to Credit Agreement, dated as of June 30, 1995 4.9 1996 10-K
4.10 Sixth Amendment to Credit Agreement, dated as of September 4.10 1996 10-K
1, 1995
4.11 Seventh Amendment to Credit Agreement, dated as of November 4.11 1996 10-K
1, 1995
4.12 Eighth Amendment to Credit Agreement, dated as of June 4.12 1996 10-K
1, 1996
12
<PAGE>
4.13 Term Note Agreement, dated as of December 1, 1992, between 4.7 33-61524
Jefferson-Pilot Life Insurance Company and the Company
4.14# Term Note Agreement, dated as of December 1, 1992, between NA NA
Principal Mutual Life Insurance Company and the Company
4.15 First Amendment to Note Agreements, dated November 1, 1994, 4.11 1995 10-K
between Principal Mutual Life Insurance Company, Jefferson-
Pilot Life Insurance Company and the Company
4.16 Security Agreement, Pledge and Indenture of Trust, dated as 4.9 33-61524
of December 1, 1992, between the Company and Harris Trust
and Savings Bank, as Security Trust
4.17 Second Amendment to Security Agreement, Pledge and Indenture 4.10 1994 10-K
of Trust, dated as of September 1, 1993, between the Company
and Harris Trust and Savings Bank, as Security Trustee
4.18 Third Amendment to Security Agreement, Pledge and Indenture 4.18 1996 10-K
of Trust, dated as of June 30, 1995
4.19 Fourth Amendment to Security Agreement, Pledge and Indenture 4.19 1996 10-K
of Trust, dated as of November 1, 1995
4.20 Fifth Amendment to Security Agreement, Pledge and Indenture 4.20 1996 10-K
of Trust, dated as of June 1, 1996
10.1+ Employment Agreement of Charles D. Walters, effective April 1, 10.1 1994 10-K
1994
10.2+ Employment Agreement of A. Alexander McLean, III, effective 10.2 1994 10-K
April 1, 1994
10.3+ Employment Agreement of R. Harold Owens, effective June 26, 10.3 1995 10-K
1995
10.4 Securityholders' Agreement, dated as of September 19, 1991, 10.5 33-42879
between the Company and certain of its securityholders
10.5+ 1992 Stock Option Plan of the Company 4 33-52166
10.6+ 1994 Stock Option Plan of the Company, as amended 10.6 1995 10-K
10.7+ The Company's Executive Incentive Plan 10.6 1994 10-K
10.8+ The Company's Executive Strategic Incentive Plan 10.8 1995 10-K
10.9+ Amendment No. 1, dated as of April 1, 1996, to the Executive 10.9 1996 10-K
Strategic Incentive Plan
</TABLE>
# Omitted from filing -- substantially identical to immediately preceding
exhibits, except for the parties thereto and the principal amount involved.
+ Management contract or other compensatory plan required to be filed under
Item 14(c) of this report and Item 601 of Regulation S-K.
(b) Reports on Form 8-K.
There were no reports filed on Form 8-K during the quarter ended June 30,
1996.
13
<PAGE>
WORLD ACCEPTANCE CORPORATION
AND SUBSIDIARIES
SIGNATURES
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 thereunto duly authorized.
WORLD ACCEPTANCE CORPORATION
Dated: August 12, 1996
C. D. Walters, Chairman, President
and Chief Executive Officer
Dated: August 12, 1996
A. A. McLean III, Senior Vice President
and Chief Financial Officer
14
<PAGE>
WORLD ACCEPTANCE CORPORATION
AND SUBSIDIARIES
SIGNATURES
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 thereunto duly authorized.
WORLD ACCEPTANCE CORPORATION
Dated: August 12, 1996 /s/ C. D. Walters
---------------------
C. D. Walters, Chairman, President
and Chief Executive Officer
Dated: August 12, 1996 /s/ A. A. McLean III
------------------------
A. A. McLean III, Senior Vice President
and Chief Financial Officer
14
<PAGE>
