Core Viewpoint - Rosen Law Firm is investigating potential securities claims on behalf of shareholders of America's Car-Mart, Inc. due to allegations of materially misleading business information issued to the investing public [1]. Group 1: Legal Action and Investor Rights - Investors who purchased America's Car-Mart securities may be entitled to compensation through a contingency fee arrangement, with no out-of-pocket costs [2]. - A class action is being prepared by Rosen Law Firm to seek recovery of investor losses [2]. Group 2: Company Performance and Market Reaction - On September 4, 2025, America's Car-Mart reported a first-quarter loss of 69 cents per share, compared to a net loss of 15 cents per share in the same period the previous year [3]. - Following the release of these results, America's Car-Mart's stock experienced a decline of 18.2% on the same day [3]. Group 3: Rosen Law Firm's Credentials - Rosen Law Firm has a strong track record in securities class actions, having achieved the largest securities class action settlement against a Chinese company and being ranked No. 1 for the number of settlements in 2017 [4]. - The firm has recovered hundreds of millions of dollars for investors, securing over $438 million in 2019 alone [4].

Core Viewpoint - Rosen Law Firm is investigating potential securities claims on behalf of shareholders of America's Car-Mart, Inc. due to allegations of materially misleading business information issued to the investing public [1]. Group 1: Legal Action and Investor Rights - Investors who purchased America's Car-Mart securities may be entitled to compensation through a contingency fee arrangement, with no out-of-pocket costs [2]. - A class action is being prepared by Rosen Law Firm to seek recovery of investor losses [2]. Group 2: Company Performance and Market Reaction - On September 4, 2025, America's Car-Mart reported a first-quarter loss of 69 cents per share, compared to a net loss of 15 cents per share in the same period the previous year [3]. - Following the release of these results, America's Car-Mart's stock experienced a decline of 18.2% on the same day [3]. Group 3: Rosen Law Firm's Credentials - Rosen Law Firm has a strong track record in securities class actions, having achieved the largest securities class action settlement against a Chinese company and being ranked No. 1 for the number of settlements in 2017 [4]. - The firm has recovered hundreds of millions of dollars for investors, securing over $438 million in 2019 alone [4].

Core Viewpoint - Rosen Law Firm is investigating potential securities claims on behalf of shareholders of America's Car-Mart, Inc. due to allegations of materially misleading business information issued to the investing public [1]. Group 1: Investigation and Legal Action - Shareholders who purchased America's Car-Mart securities may be entitled to compensation through a contingency fee arrangement, with no out-of-pocket costs [2]. - A class action is being prepared by Rosen Law Firm to seek recovery of investor losses [2]. Group 2: Company Performance and Market Reaction - On September 4, 2025, America's Car-Mart reported a first-quarter loss of 69 cents per share, compared to a net loss of 15 cents per share in the same period the previous year [3]. - Following the release of these results, America's Car-Mart's stock experienced a decline of 18.2% on the same day [3]. Group 3: Rosen Law Firm's Credentials - Rosen Law Firm has a strong track record in securities class actions, having achieved the largest securities class action settlement against a Chinese company [4]. - The firm was ranked No. 1 by ISS Securities Class Action Services for the number of securities class action settlements in 2017 and has consistently ranked in the top 4 since 2013, recovering hundreds of millions of dollars for investors [4]. - In 2019, the firm secured over $438 million for investors, and its founding partner was recognized as a Titan of Plaintiffs' Bar by Law360 in 2020 [4].

Core Viewpoint - America's Car-Mart, Inc. has completed Phase 2 of its SG&A Cost Control Strategy through footprint optimization, consolidating 13 locations into higher-performing nearby dealerships, totaling 18 locations across both phases [1][2]. Group 1: Footprint Optimization Strategy - The consolidation of locations aims to enhance operational efficiency and improve returns by focusing resources on high-performing markets [2][3]. - Customers from consolidated locations will continue to receive services at nearby dealerships, ensuring uninterrupted access to sales and service activities [2][3]. - The company emphasizes its commitment to modernizing its business model and better utilizing inventory and teams to strengthen performance at remaining locations [3][6]. Group 2: Consolidated Locations - The locations consolidated in Phase 1 include Decatur, AL; Athens, AL; Henderson, KY; and others, while Phase 2 includes Gadsden, AL; Montgomery, AL; and several others [4]. - The consolidation process reflects a strategic decision to optimize the store network in support of long-term profitability and growth [6]. Group 3: Company Overview - America's Car-Mart operates automotive dealerships in 12 states and is one of the largest publicly held automotive retailers in the U.S., focusing on the "Integrated Auto Sales and Finance" segment of the used car market [7][8]. - The company prioritizes superior customer service and building strong personal relationships with customers, primarily in smaller cities throughout the South-Central United States [8].

As filed with the Securities and Exchange Commission on January 9, 2026. Registration No. 333- UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM S-1 REGISTRATION STATEMENT UNDER THE SECURITIES ACT OF 1933 America's Car-Mart Inc. (Exact name of registrant as specified in its charter) (State or other jurisdiction of incorporation or organization) Texas 5500 63-0851141 1805 North 2nd Street, Suite 401 (I.R.S. Employer Identification Number) Rogers, Arkansas 72756 (479) 464-9944 (Addr ...

Core Viewpoint - Kirby McInerney LLP is investigating Car-Mart, Inc. for potential violations of federal securities laws and other unlawful business practices by the company and/or its senior management [1] Group 1: Investigation Details - The investigation is focused on Car-Mart, Inc. (NASDAQ: CRMT) and its senior management's possible legal violations [1] - On July 15, 2025, Car-Mart announced a delay in filing its annual report due to management identifying the need for further review [1]

Core Viewpoint - America's Car-Mart, Inc. has completed a term securitization transaction, issuing $161.3 million in asset-backed notes with a weighted average coupon of 7.02%, which is expected to enhance capital efficiency and cash flow for the company [1][2]. Group 1: Transaction Details - The 2025-4 transaction introduces a more efficient deal structure that is projected to generate increased cash flow compared to previous securitizations [2]. - The new residual cash flow structure will provide funds to the company on a monthly basis, reducing the long-term cost of capital by minimizing the need for frequent transactions and associated fees [2][3]. Group 2: Management Insights - The CEO emphasized the importance of multi-year strategies to improve the capital structure and operating platform for long-term success, highlighting progress in improving spreads and weighted average coupons since entering the ABS market in 2022 [3]. - The CFO noted that the transition to a residual cash flow structure is a significant advancement in the securitization program, with the 7.02% coupon reflecting a shift from an accelerated amortization structure, which retains more value for the company over the deal's life [3]. Group 3: Company Overview - America's Car-Mart operates automotive dealerships in 12 states and is one of the largest publicly held automotive retailers in the U.S., focusing on the "Integrated Auto Sales and Finance" segment of the used car market [5]. - The company emphasizes superior customer service and strong personal relationships with customers, primarily operating in smaller cities throughout the South-Central United States [5].

Core Insights - A company with a 40-year operating history and a book value of approximately $65 per share is currently trading in the mid-$20s, indicating a significant valuation gap that suggests market skepticism about its fundamentals [1] Investment Strategy - The investment approach focuses on identifying mispriced opportunities driven by market fear, prevailing narratives, or misunderstandings, particularly in cyclical industries, energy, industrials, and under-followed mid-caps [1] - The strategy emphasizes cash flow durability, balance sheet strength, and the risks associated with various capital structures [1] - Asymmetric setups are targeted, where companies have already faced market punishment while their fundamentals are stabilizing or improving, allowing for potential significant stock price changes with modest shifts in market expectations [1] Communication and Analysis - The analysis is shared on Seeking Alpha to provide insights into the investment idea generation process and company analysis [1] - Readers are encouraged to challenge the investment thesis and engage in critical thinking about the investment approach [1]

Core Insights - A company with a 40-year operating history and a book value of approximately $65 per share is currently trading in the mid-$20s, indicating a significant valuation gap that suggests market skepticism about its fundamentals [1] - The investment strategy focuses on identifying mispriced opportunities driven by market fear, prevailing narratives, or misunderstandings, particularly in cyclical industries, energy, industrials, and under-followed mid-caps [1] - The approach emphasizes cash flow durability, balance sheet strength, and the risks associated with different capital structures, aiming to find companies that have already faced market punishment while their fundamentals are stabilizing or improving [1] Investment Strategy - The investment philosophy is centered on targeting situations where market valuations are misaligned with underlying economic realities, particularly in sectors where expectations can become detached from actual performance [1] - Asymmetric setups are sought, where a modest change in market sentiment can lead to substantial stock price movements, especially in companies that have already been undervalued [1] - The analysis process is shared through platforms like Seeking Alpha, inviting feedback and challenges to the investment thesis [1]

Sales Performance - For the first six months of fiscal 2026, sales decreased by 1.8% compared to the prior-year period, driven primarily by a 3.4% decline in retail units sold, partially offset by a 0.9% increase in the average retail sales price [166]. - Total revenues decreased by $3.8 million or 0.5% for the six months ended October 31, 2025, with sales revenue declining by $10.5 million or 1.8% due to a 3.4% decrease in units sold [186]. - Same store revenue growth for the three months ended October 31, 2025, was (0.2)%, compared to (8.4)% in the prior year [178]. - The average retail sales price for the six months ended October 31, 2025, was $19,820, an increase of $170 compared to the prior-year period [189]. - The average retail sales price for the three months ended October 31, 2025, was $20,075, compared to $20,031 in the prior year period [178]. - The average retail sales price, including ancillary products, was $20,075 for the second quarter of fiscal 2026, an increase of $44 compared to the prior-year quarter [181]. Financial Performance - The Company's gross profit margin as a percentage of sales for the first six months of fiscal 2026 marginally decreased to 37.1% from 37.2% in the prior year period [173]. - The Company's gross profit per retail unit sold decreased to $7,868 from $8,166 in the prior year [178]. - The cost of sales as a percentage of sales increased to 62.5% for the three months ended October 31, 2025, compared to 60.6% for the same period in the prior fiscal year, resulting in a gross margin of 37.5% [180]. - Selling, general and administrative (SG&A) expenses as a percentage of sales increased to 20.0% for the three months ended October 31, 2025, compared to 16.6% in the prior year, with an absolute increase of $9.8 million [182]. - For the six months ended October 31, 2025, the company reported a net loss of $28.2 million compared to a net income of $4.1 million for the same period in 2024 [200]. Credit Losses and Provisions - The provision for credit losses as a percentage of sales increased to 39.50% for the first six months of fiscal 2026, compared to 34.00% for the same period in fiscal 2025 [168]. - Provision for credit losses as a percentage of sales was 41.6% for the three months ended October 31, 2025, compared to 34.8% for the same period in the prior fiscal year, with an increase of $19.6 million in absolute terms [183]. - Provision for credit losses as a percentage of sales was 39.5% for the six months ended October 31, 2025, compared to 34.0% for the same period in the prior fiscal year, with an increase of $27.2 million in absolute terms [191]. - The allowance for credit losses at October 31, 2025, was $338.8 million, representing 24.19% of the principal balance in finance receivables of $1.5 billion, down from 27.42% at October 31, 2024 [218]. - The allowance for credit losses is influenced by external factors such as industry trends and economic conditions [225]. Interest and Financing - Interest income rose by 5.5% for the first six months of fiscal 2026 [166]. - The average finance receivable's weighted average interest rate increased to 17.6%, up from 17.4% during the same prior year period [179]. - Interest expense as a percentage of sales decreased to 5.5% for the three months ended October 31, 2025, from 6.3% for the prior year period, reflecting a decrease of $2.4 million [184]. - The Company had an outstanding balance of $300 million on its senior secured note as of October 31, 2025 [230]. - A 1% increase in interest rates would lead to an additional annual interest expense of approximately $3 million, reducing net income before income tax [230]. - The Company's finance receivables carry annual interest rates ranging from 12.99% to 23.00% [231]. - The interest rate on the Company's senior secured note payable is generally SOFR plus 7.5% [231]. Operational Insights - The Company operated 154 dealerships as of October 31, 2025, with five locations closed subsequently as part of footprint optimization initiatives [165]. - Finance receivables, net, decreased by 0.7% compared to April 30, 2025, reflecting lower originations and normal portfolio amortization [193]. - Inventory decreased by $7.5 million, or 6.7%, compared to April 30, 2025, with annualized inventory turns increasing to 6.5 from 6.0 in the prior year [194]. - The company leased approximately 87% of its dealership properties, with operating lease commitments totaling $82.4 million [207]. - The Company expects the historical seasonality pattern of higher vehicle sales in the first and fourth fiscal quarters to continue [227]. - The third fiscal quarter (November through January) has historically been the slowest period for vehicle sales [227]. Liquidity and Cash Management - The company had approximately $122.4 million in cash on hand as of October 31, 2025, indicating a strong liquidity position [208]. - The company issued $387.96 million in non-recourse notes payable during the financing activities, with a total increase in cash of $126.43 million for the period [200]. - The weighted average fixed coupon rate for the asset-backed non-recourse notes was 7.86%, with scheduled maturities extending through 2032 [209]. - The company believes it will have adequate liquidity to continue growing revenues and satisfy capital needs through expected financing sources [212]. - The company expects to use cash from operations to grow its finance receivables portfolio and fund dealership acquisitions as opportunities arise [211]. Strategic Initiatives - The company has made substantial efforts to enhance its purchasing processes, including strategic partnerships and expanding purchasing territories [205]. - The company anticipates that macro-economic pressures will continue to affect customer demand and credit losses, necessitating ongoing process improvements in collections [206]. - The Company is currently evaluating the impact of ASU 2024-03 on its financial statement disclosures [226]. - The Company does not use financial instruments for trading purposes but has utilized an interest rate swap agreement to manage interest rate risk [229]. - The Company is exposed to market risk from changes in interest rates, particularly related to its debt obligations [229].