1. Summary of Significant Accounting Policies (Policies)

3 Months Ended

Mar. 31, 2017

Accounting Policies [Abstract]

Description of Business

Description of Business

We were formed in California on March 8, 1991. We specialize in purchasing and servicing retail automobile installment sale contracts (“automobile contracts” or “finance receivables”) originated by licensed motor vehicle dealers located throughout the United States (“dealers”) in the sale of new and used automobiles, light trucks and passenger vans. Through our purchases, we provide indirect financing to dealer customers for borrowers with limited credit histories or past credit problems (“sub-prime customers”). We serve as an alternative source of financing for dealers, allowing sales to customers who otherwise might not be able to obtain financing. In addition to purchasing installment purchase contracts directly from dealers, we have also (i) acquired installment purchase contracts in four merger and acquisition transactions, (ii) purchased immaterial amounts of vehicle purchase money loans from non-affiliated lenders, and (iii) lent money directly to consumers for an immaterial amount of loans secured by vehicles. In this report, we refer to all of such contracts and loans as "automobile contracts."

Basis of Presentation

Basis of Presentation

Our Unaudited Condensed Consolidated Financial Statements have been prepared in conformity with accounting principles generally accepted in the United States of America, with the instructions to Form 10-Q and with Article 10 of Regulation S-X of the Securities and Exchange Commission, and include all adjustments that are, in management’s opinion, necessary for a fair presentation of the results for the interim periods presented. All such adjustments are, in the opinion of management, of a normal recurring nature. Results for the three month period ended March 31, 2017 are not necessarily indicative of the operating results to be expected for the full year.

Certain information and footnote disclosures normally included in financial statements prepared in accordance with accounting principles generally accepted in the United States of America have been condensed or omitted from these Unaudited Condensed Consolidated Financial Statements. These Unaudited Condensed Consolidated Financial Statements should be read in conjunction with the Consolidated Financial Statements and Notes to Consolidated Financial Statements included in our Annual Report on Form 10-K for the year ended December 31, 2016.

Use of Estimates

Use of Estimates

The preparation of financial statements in conformity with accounting principles generally accepted in the United States of America requires us to make estimates and assumptions that affect the reported amounts of assets and liabilities as of the date of the financial statements, as well as the reported amounts of income and expenses during the reported periods.

Other Income

Other Income

The following table presents the primary components of Other Income for the three-month periods ending March 31, 2017 and 2016:

	Three Months Ended
	March 31,
	2017		2016
	(In thousands)
Direct mail revenues	$	1,999	$	2,845
Convenience fee revenue		570		645
Recoveries on previously charged-off contracts		186		243
Sales tax refunds		196		199
Other		72		54
Other income for the period	$	3,023	$	3,986

Warrants

Warrants

In connection with the amendment to and partial repayment of our residual interest financing in July 2008, we issued warrants exercisable for 2,500,000 common shares for $4,071,429. The warrants represent the right to purchase 2,500,000 CPS common shares at a nominal exercise price, at any time prior to July 10, 2018. In March 2010 we repurchased warrants for 500,000 of these shares for $1.0 million. Warrants to purchase 2,000,000 shares remain outstanding as of March 31, 2017.

Stock-based Compensation

Stock-based Compensation

We recognize compensation costs in the financial statements for all share-based payments based on the grant date fair value estimated in accordance with the provisions of ASC 718 “Stock Compensation”.

For the three months ended March 31, 2017 and 2016, we recorded stock-based compensation costs in the amount of $1.4 million and $1.2 million, respectively. As of March 31, 2017, unrecognized stock-based compensation costs to be recognized over future periods equaled $8.6 million. This amount will be recognized as expense over a weighted-average period of 1.9 years.

The following represents stock option activity for the three months ended March 31, 2017:

	Number of Shares (in thousands)			Weighted Average Exercise Price		Weighted Average Remaining Contractual Term
Options outstanding at the beginning of period		12,595		$	4.56		N/A
Granted		–			–		N/A
Exercised		(279	)		1.69		N/A
Forfeited		–			–		N/A
Options outstanding at the end of period		12,316		$	4.63		4.87 years
Options exercisable at the end of period		7,327		$	4.20		4.44 years

At March 31, 2017, the aggregate intrinsic value of options outstanding and exercisable was $14.5 million and $11.7 million, respectively. There were 279,000 options exercised for the three months ended March 31, 2017 compared to 14,000 for the comparable period in 2016. The total intrinsic value of options exercised was $913,000 and $51,000 for the three-month periods ended March 31, 2017 and 2016. There were 3.7 million shares available for future stock option grants under existing plans as of March 31, 2017.

Purchases of Company Stock

Purchases of Company Stock

During the three-month period ended March 31, 2017, we purchased 586,810 shares of our common stock, at an average price of $4.94. We purchased 561,617 shares of our stock in the open market at an average price of $4.94. The remaining purchases of 25,193 shares were related to net exercises of outstanding options and warrants. In transactions during the three-month period ended March 31, 2017, the holders of options and warrants to purchase 45,000 shares of our common stock paid the aggregate $127,000 exercise price by surrender to us of 25,193 of such 45,000 shares.

During the three-month period ended March 31, 2016, we purchased 703,745 shares of our stock in the open market at an average price of $4.19.

Reclassifications

Reclassifications

Some items in the prior year financial statements were reclassified to conform to the current presentation. Reclassifications had no effect on prior year net income or total shareholders’ equity.

Financial Covenants

Financial Covenants

Certain of our securitization transactions, our warehouse credit facilities and our residual interest financing contain various financial covenants requiring minimum financial ratios and results. Such covenants include maintaining minimum levels of liquidity and net worth and not exceeding maximum leverage levels. As of March 31, 2017, we were in compliance with all such covenants. In addition, certain of our debt agreements other than our term securitizations contain cross-default provisions. Such cross-default provisions would allow the respective creditors to declare a default if an event of default occurred with respect to other indebtedness of ours, but only if such other event of default were to be accompanied by acceleration of such other indebtedness.

Provision for Contingent Liabilities

Provision for Contingent Liabilities

We are routinely involved in various legal proceedings resulting from our consumer finance activities and practices, both continuing and discontinued. Our legal counsel has advised us on such matters where, based on information available at the time of this report, there is an indication that it is both probable that a liability has been incurred and the amount of the loss can be reasonably determined.

We have recorded a liability as of March 31, 2017, which represents our best estimate of probable incurred losses for legal contingencies. The amount of losses that may ultimately be incurred cannot be estimated with certainty.