v3.26.1
Debt Facilities
 3 Months Ended
Jul. 31, 2026
Debt Instruments [Abstract]  
Debt Facilities Debt Facilities
A summary of debt facilities is as follows:
(In thousands)July 31, 2026April 30, 2026
Senior secured notes payable$304,061 $300,000 
Debt issuance costs(17,760)(15,041)
Original issue discount(10,200)(10,800)
Non-cash debt discount - warrant(9,896)(10,478)
Senior secured notes payable, net$266,205 $263,681 
Non-recourse notes payable - 2024-2 Issuance$41,247 $63,773 
Non-recourse notes payable - 2025-1 Issuance55,184 71,650 
Non-recourse notes payable - 2025-2 Issuance91,000 110,758 
Non-recourse notes payable - 2025-3 Issuance66,694 88,209 
Non-recourse notes payable - 2025-4 Issuance105,044 126,641 
Debt issuance costs - non-recourse notes payable(1,514)(2,346)
Non-recourse notes payable, net$357,655 $458,685 
Total debt$623,860 $722,366 
Credit and Guaranty Agreement (Senior Secured Notes Payable)
On October 30, 2025, the Company and its subsidiaries entered into a Credit and Guaranty Agreement with Silver Point Finance, LLC, as Administrative Agent and Collateral Agent, under which the lending group extended a senior secured term loan facility in an aggregate principal amount of $300.0 million with a maturity date of October 30, 2030. In connection with the Credit and Guaranty Agreement, the Company also issued Silver Point and certain of its affiliates warrants to purchase up to 937,487 shares of the Company’s common stock at an exercise price of $22.63 per share with an expiration date of October 30, 2031.
The senior secured term loan facility is collateralized primarily by finance receivables, inventory, and equity ownership interests of certain subsidiaries of the Company and contains a guarantee by each Credit Party. Interest under the Agreement is payable monthly or quarterly, depending on the interest period selected by the Borrowers, at a benchmark or base rate plus an applicable margin. At inception, the applicable margin was (a) with respect to term benchmark loans, 7.50% per annum, and (b) with respect to base rate loans, 6.50% per annum. Effective June 19, 2026, the applicable margin was increased as described below under “First Amendment and Limited Waiver.” The facility does not require periodic principal amortization; instead, the full outstanding principal balance is payable in a single lump-sum payment at maturity.
The Credit Agreement contains various reporting and performance covenants including, but not limited to, (i) maintenance of certain financial ratios and metrics, (ii) limitations on certain amounts and types of borrowings from other sources, (iii) restrictions on certain operating activities and (iv) limitations on the payment of dividends or distributions.
First Amendment and Limited Waiver
On June 19, 2026, the Company and its subsidiaries entered into the First Amendment with Silver Point Finance, LLC, as Administrative Agent and Collateral Agent, and the lenders party thereto. The First Amendment waived specified existing and anticipated events of default and established a limited period of covenant relief. See Note B for a description of the covenant relief, the revised financial covenants, the milestones and the other conditions imposed by the First Amendment. On September 4, 2026, the Administrative Agent and the lenders agreed to extend the scheduled termination date of the relief period from September 7, 2026 to September 11, 2026. See Note O.
The First Amendment increased the applicable interest rate margin by 300 basis points, to 10.50% per annum with respect to term benchmark loans and 9.50% per annum with respect to base rate loans. The increased applicable margin applies for the remaining term of the facility. During the relief period established by the First Amendment, the Borrowers may elect to pay up to 3.00% per annum of the applicable margin in kind by adding the amount so elected to the outstanding principal balance of the loans. Amounts paid in kind constitute part of the outstanding principal balance of the loans for all purposes, including the accrual of interest. From and after the termination of the relief period, all accrued and unpaid interest on the loans is payable in cash. The maturity date of the facility was not changed.

In connection with the First Amendment and the related forbearance agreements, the Company incurred fees and costs of approximately $3.9 million. A closing payment of $3.0 million was fully earned and became due and payable on the effective date of the First Amendment and was paid in kind by adding that amount to the outstanding principal balance of the loans. This amount was recorded as debt issuance costs and is being amortized to interest expense over the remaining term of the facility. In addition, approximately $0.7 million of professional fees directly attributable to the First Amendment qualified for capitalization and were recorded as debt issuance costs. The remaining approximately $0.3 million of legal, financial advisory and other professional fees payable to parties other than the lenders did not qualify for deferral and were expensed as incurred. As a result of the closing payment paid in kind and $1.1 million of interest paid in kind, the outstanding principal balance of the facility increased from $300.0 million at April 30, 2026 to $304.1 million at July 31, 2026.
Warrants to Purchase Common Stock
In connection with the Credit and Guaranty Agreement, on October 30, 2025, the Company issued warrants to purchase an aggregate of 937,487 shares of the Company’s common stock, par value $0.01 per share, to Silver Point and certain of its affiliates at an exercise price of $22.63 per share. The Company recorded the warrants in equity at their allocated fair value and allocated the remaining proceeds from the term loan borrowing to the term loan, net of a discount.
The warrants expire on October 30, 2031. The exercise price and the number of shares underlying the warrants are subject to adjustment in the event of specified events, including a subdivision or combination of the Company’s common stock, a reclassification of the common stock, certain change of control transactions, certain rights offerings or specified dividend payments, and certain issuances or sales of common stock for consideration below the then-current exercise price, in each case subject to certain limitations as set forth in the executed agreement. Upon exercise, the aggregate exercise price may be paid, at the warrant holder’s election, in cash or on a cashless net share settlement basis, based upon the fair market value of the Company’s common stock at the time of exercise.
The Company agreed to provide certain customary registration rights with respect to the resale of shares of common stock underlying the warrants held by or issuable to the holder from time to time. Pursuant to these registration rights, the Company registered the shares underlying the warrants on a registration statement under the Securities Act of 1933, as amended, effective January 16, 2026. The warrant agreement also contains customary indemnity and contribution obligations in connection with such registration.
The warrants were valued at approximately $12.1 million using the Black-Scholes option pricing model as of the issuance date. The Company allocated the proceeds from the senior secured term loan between the warrants and the loan based on their relative fair values. The portion allocated to the warrants was recorded in additional paid-in capital. The portion allocated to the term loan resulted in a debt discount, which will be amortized over the life of the loan using the effective interest method.
Non-Recourse Notes Payable
As of July 31, 2026, the Company has five outstanding series of asset-backed non-recourse notes (known as the “2024-2 Issuance”, “2025-1 Issuance”, “2025-2 Issuance”, “2025-3 Issuance”, and “2025-4 Issuance”). All five issuances are collateralized by installment sale contracts directly originated by the Company. Credit enhancement for the non-recourse notes payable consists of overcollateralization, a reserve account funded with an initial amount of not less than 2.0% of the pool balance, excess interest on the auto finance receivables, and in some cases, the subordination of certain payments to noteholders of less senior classes of notes. The timing of principal payments on the non-recourse notes payable is based on the timing of principal collections and defaults on the related auto finance receivables. As of July 31, 2026, the outstanding notes payable related to the term securitization transactions accrue interest predominantly at fixed rates and have scheduled maturities of August 20, 2031, June 20, 2029 and November 20, 2031, June 20, 2028 and
February 20, 2032, January 20, 2030 and July 20, 2032, and May 20, 2030 and August 20, 2032, respectively, but may be repaid earlier, depending upon collections from the underlying auto finance receivables. The original principal balance and weighted average fixed coupon rate for the outstanding securitizations are as follows:
Original Principal Balance
(in thousands)
Weighted Average Fixed Coupon Rate
2024-2$300,000 7.44 %
2025-1200,000 6.49 %
2025-2216,000 6.27 %
2025-3171,960 5.46 %
2025-4161,264 7.02 %