UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, D.C. 20549
FORM 10-Q
For The Quarterly Period Ended September 30, 2004
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COMPUCREDIT CORPORATION |
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a
Georgia Corporation
IRS Employer Identification No. 58-2336689
SEC File Number 0-25751
245
Perimeter Center Parkway, Suite 600
Atlanta, Georgia 30346
(770) 206-6200
CompuCredit has (1) 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, and (2) been subject to such filing requirements for the past 90 days.
CompuCredit is an accelerated filer (as defined by Rule 12b-2 of the Exchange Act).
As of October 31, 2004, there were 45,801,614 outstanding shares of CompuCredits Common Stock, no par value (the Common Stock).
COMPUCREDIT
CORPORATION
FORM 10-Q
TABLE OF CONTENTS
September 30, 2004
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Page |
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PART I. |
FINANCIAL INFORMATION |
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Item 1. |
Financial Statements (Unaudited) |
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1 |
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2 |
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3 |
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4 |
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5 |
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Managements Discussion and Analysis of Financial Condition and Results of Operations |
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25 |
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48 |
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49 |
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50 |
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Changes in Securities, Use of Proceeds and Issuer Purchases of Equity Securities |
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50 |
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50 |
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50 |
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50 |
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50 |
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52 |
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CompuCredit
Corporation and Subsidiaries
Condensed Consolidated Balance Sheets
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September 30, |
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December 31, |
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(Unaudited) |
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(Dollars in thousands) |
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Assets |
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Cash and cash equivalents |
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$ |
46,481 |
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$ |
110,605 |
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Restricted cash |
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10,255 |
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11,921 |
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Retained interests in credit card receivables securitized |
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578,342 |
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538,961 |
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Amounts due from securitization |
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7,624 |
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4,199 |
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Loans and fees receivable, net |
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82,298 |
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16,271 |
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Deferred costs, net |
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32,786 |
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7,750 |
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Software, furniture, fixtures and equipment, net |
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29,129 |
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24,307 |
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Investment in equity-method investee |
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5,971 |
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6,577 |
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Investments in previously charged off receivables |
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13,896 |
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13,960 |
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Investments in debt securities |
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17,984 |
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15,007 |
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Intangibles |
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11,314 |
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Goodwill |
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100,686 |
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Prepaid expenses and other assets |
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10,394 |
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11,797 |
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Total assets |
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$ |
947,160 |
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$ |
761,355 |
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Liabilities |
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Accounts payable and accrued expenses |
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$ |
35,929 |
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$ |
26,436 |
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Notes payable |
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75,469 |
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1,945 |
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Deferred revenue |
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6,317 |
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9,895 |
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Deferred gain on Fingerhut receivables |
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29,927 |
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Income tax liability |
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99,447 |
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96,491 |
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Total liabilities |
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247,089 |
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134,767 |
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Minority interests |
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57,931 |
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52,575 |
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Shareholders equity |
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Preferred stock, no par value, 10,000,000 shares authorized: |
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Series A preferred stock, 25,000 shares issued and outstanding at September 30, 2004 and December 31, 2003, respectively |
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32,157 |
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29,816 |
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Series B preferred stock, 10,000 shares issued and outstanding at September 30, 2004 and December 31, 2003, respectively |
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13,117 |
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12,181 |
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Common stock, no par value, 150,000,000 shares authorized: |
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48,018,242 and 47,885,506 issued at September 30, 2004 and December 31, 2003, respectively |
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Additional paid-in capital |
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253,570 |
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250,943 |
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Treasury stock, at cost, 2,248,500 and 872,900 shares at September 30, 2004 and December 31, 2003, respectively |
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(28,459 |
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(4,586 |
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Deferred compensation |
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(354 |
) |
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(593 |
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Warrant |
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16,498 |
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Retained earnings |
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