CPS(CPSS) - 2022 Q1 - Quarterly Report

PART I. FINANCIAL INFORMATION Item 1. Financial Statements Presents unaudited consolidated financial statements, including balance sheets, operations, cash flows, and detailed notes for Q1 2022 Unaudited Condensed Consolidated Balance Sheets Total assets rose to $2,277,550 thousand by March 31, 2022, driven by finance receivables and increased liabilities | Metric | March 31, 2022 (in thousands) | December 31, 2021 (in thousands) | | :----------------------------------- | :---------------------------- | :------------------------------- | | Total Assets | $2,277,550 | $2,159,578 | | Cash and cash equivalents | $21,726 | $29,928 | | Restricted cash and equivalents | $164,550 | $146,620 | | Finance receivables at fair value | $1,903,857 | $1,749,098 | | Finance receivables, net | $141,744 | $176,184 | | Total Liabilities | $2,093,682 | $1,989,371 | | Securitization trust debt | $1,813,478 | $1,759,972 | | Warehouse lines of credit | $147,026 | $105,610 | | Total Shareholders' Equity | $183,868 | $170,207 | Unaudited Condensed Consolidated Statements of Operations Net income significantly increased to $21,115 thousand for Q1 2022, driven by higher revenues and reduced credit loss provisions | Metric | Three Months Ended March 31, 2022 (in thousands) | Three Months Ended March 31, 2021 (in thousands) | Change (YoY) | | :----------------------------------------- | :----------------------------------------------- | :----------------------------------------------- | :----------- | | Total Revenues | $74,366 | $63,112 | +17.8% | | Interest income | $70,060 | $66,093 | +6.0% | | Mark to finance receivables at fair value | $2,400 | $(4,417) | N/A | | Other income | $1,906 | $1,436 | +32.7% | | Total Expenses | $45,038 | $55,168 | -18.4% | | Provision for credit losses | $(9,400) | $0 | N/A | | Interest expense | $16,400 | $20,946 | -21.7% | | Income before income tax expense | $29,328 | $7,944 | +269.2% | | Income tax expense | $8,213 | $2,780 | +195.4% | | Net Income | $21,115 | $5,164 | +308.9% | | Basic Earnings per share | $0.99 | $0.23 | +330.4% | | Diluted Earnings per share | $0.75 | $0.21 | +257.1% | Unaudited Condensed Consolidated Statements of Comprehensive Income Comprehensive income for Q1 2022 was $21,115 thousand, matching net income with no other comprehensive items | Metric | Three Months Ended March 31, 2022 (in thousands) | Three Months Ended March 31, 2021 (in thousands) | | :------------------- | :----------------------------------------------- | :----------------------------------------------- | | Net income | $21,115 | $5,164 | | Comprehensive income | $21,115 | $5,164 | Unaudited Condensed Consolidated Statements of Cash Flows Operating cash flow increased, investing activities used cash for receivables, and financing activities provided cash from debt | Cash Flow Activity | Three Months Ended March 31, 2022 (in thousands) | Three Months Ended March 31, 2021 (in thousands) | | :------------------------------------------------ | :----------------------------------------------- | :----------------------------------------------- | | Net cash provided by operating activities | $68,300 | $65,350 | | Net cash provided by (used in) investing activities | $(139,517) | $23,890 | | Net cash provided by (used in) financing activities | $80,945 | $(64,791) | | Increase in cash and cash equivalents | $9,728 | $24,449 | | Cash and restricted cash at end of period | $186,276 | $168,601 | Unaudited Condensed Consolidated Statements of Shareholders' Equity Shareholders' equity increased to $183,868 thousand by March 31, 2022, due to net income, partially offset by repurchases | Metric | Three Months Ended March 31, 2022 (in thousands) | Three Months Ended March 31, 2021 (in thousands) | | :----------------------------------------- | :----------------------------------------------- | :----------------------------------------------- | | Retained Earnings, beginning of period | $116,531 | $69,007 | | Net income | $21,115 | $5,164 | | Retained Earnings, end of period | $137,646 | $74,171 | | Common Stock, beginning of period | $55,298 | $72,926 | | Common stock issued (options/warrants) | $5,860 | $298 | | Repurchase of common stock | $(14,104) | $(755) | | Stock-based compensation | $790 | $408 | | Common Stock, end of period | $47,844 | $72,877 | | Total Shareholders' Equity, end of period | $183,868 | $138,477 | Notes to Unaudited Condensed Consolidated Financial Statements Details accounting policies, fair value measurements, credit losses, debt, income taxes, legal proceedings, and subsequent events (1) Summary of Significant Accounting Policies Outlines business model, accounting policies for fair value, income, stock compensation, financial covenants, and COVID-19 impact - The company specializes in purchasing and servicing retail automobile installment sale contracts from licensed motor vehicle dealers for sub-prime customers, providing indirect financing[27] - Effective January 1, 2018, the company adopted the fair value method for finance receivables acquired on or after that date, recognizing interest income on a level yield basis and re-evaluating fair value each period[31][32] | Other Income Component | Three Months Ended March 31, 2022 (in thousands) | Three Months Ended March 31, 2021 (in thousands) | | :------------------------------------- | :----------------------------------------------- | :----------------------------------------------- | | Direct mail revenues | $774 | $979 | | Convenience fee revenue | $80 | $240 | | Recoveries on previously charged-off | $20 | $15 | | Sales tax refunds | $144 | $171 | | Other | $888 | $31 | | Total Other Income | $1,906 | $1,436 | - The company recorded stock-based compensation costs of $790,000 for the three months ended March 31, 2022, an increase from $408,000 in the prior year, with $8.4 million in unrecognized costs remaining[45] - The company was in compliance with all financial covenants related to its securitization transactions, warehouse credit facilities, and residual interest financing as of March 31, 2022[52] - The COVID-19 pandemic may cause significant changes in fair value measurements due to potential impacts on the U.S. economy and obligors, affecting estimates for net charge-offs and portfolio amortization[54] (2) Finance Receivables Details finance receivables portfolio, impairment evaluation, fair value measurement, credit loss allowance, and delinquency reporting - Finance receivables measured at fair value are recorded separately and excluded from credit loss provisions, as anticipated credit losses are embedded in the level yield computation[34][56] | Delinquency Status | March 31, 2022 (in thousands) | December 31, 2021 (in thousands) | | :----------------- | :---------------------------- | :------------------------------- | | Current | $152,949 | $186,625 | | 31 - 60 days | $22,426 | $30,980 | | 61 - 90 days | $9,252 | $12,070 | | 91 + days | $2,118 | $2,715 | | Total | $186,745 | $232,390 | - Finance receivables totaling $2.1 million (March 31, 2022) and $2.7 million (December 31, 2021) were on non-accrual status due to delinquency[58] Allowance for Credit Losses – Finance Receivables Credit loss allowance is based on historical data; Q1 2022 saw a $9.4 million reduction due to improved credit performance - The allowance for credit losses is estimated using historical loss experience from vintage pools, with adjustments for qualitative factors, and applies only to the legacy portfolio originated through December 2017[60][61][65][150] | Metric | Three Months Ended March 31, 2022 (in thousands) | Three Months Ended March 31, 2021 (in thousands) | | :----------------------------------------- | :----------------------------------------------- | :----------------------------------------------- | | Balance at beginning of period | $56,206 | $80,790 | | Provision for credit losses | $(9,400) | $0 | | Charge-offs | $(5,359) | $(12,122) | | Recoveries | $3,554 | $4,829 | | Balance at end of period | $45,001 | $73,497 | - The $9.4 million reduction in provision for credit losses was primarily due to decreased lifetime expected credit losses from improved credit performance, an improved macroeconomic outlook, and higher used car prices[67] (3) Securitization Trust Debt Details securitization trust debt, totaling $1,813,478 thousand at March 31, 2022, with compliance to covenants and new securitization | Metric | March 31, 2022 (in thousands) | December 31, 2021 (in thousands) | | :----------------------------------- | :---------------------------- | :------------------------------- | | Securitization trust debt | $1,813,478 | $1,759,972 | | Receivables Pledged at March 31, 2022 | $2,003,373 | N/A | | Initial Principal (Total) | $4,851,034 | N/A | | Outstanding Principal at March 31, 2022 | $1,826,016 | N/A | | Outstanding Principal at Dec 31, 2021 | N/A | $1,771,953 | - The company was in compliance with all financial covenants related to securitization agreements and warehouse credit facilities as of March 31, 2022[74] - Restricted cash held as additional collateral for securitization agreements totaled approximately $164.6 million as of March 31, 2022[75] (4) Debt Summarizes other debt, which increased to $224,936 thousand by March 31, 2022, mainly from warehouse lines of credit | Debt Type | Interest Rate (March 31, 2022) | Maturity (March 31, 2022) | March 31, 2022 (in thousands) | December 31, 2021 (in thousands) | | :------------------------------- | :----------------------------- | :------------------------ | :---------------------------- | :------------------------------- | | Warehouse lines of credit | 3.00% over one month Libor (Min 3.75%) / 3.50% over commercial paper rate (Min 4.50%) | December 2022 / January 2024 | $147,026 | $105,610 | | Residual interest financing | 8.60% / 7.86% | January 2026 / June 2026 | $50,000 | $54,311 | | Subordinated renewable notes | Weighted average 8.65% | Weighted average March 2024 | $26,756 | $26,459 | | Total Other Debt | N/A | N/A | $224,936 | $186,780 | (5) Interest Income and Interest Expense Details interest income and expense components; total interest income rose to $72.5 million, while total interest expense decreased to $16.4 million | Interest Income Component | Three Months Ended March 31, 2022 (in thousands) | Three Months Ended March 31, 2021 (in thousands) | | :--------------------------------------------- | :----------------------------------------------- | :----------------------------------------------- | | Interest on finance receivables | $11,314 | $22,099 | | Interest on finance receivables at fair value | $58,740 | $43,988 | | Mark to finance receivables at fair value | $2,400 | $(4,417) | | Total Interest Income | $72,460 | $61,676 | | Interest Expense Component | Three Months Ended March 31, 2022 (in thousands) | Three Months Ended March 31, 2021 (in thousands) | | :--------------------------------- | :----------------------------------------------- | :----------------------------------------------- | | Securitization trust debt | $13,528 | $18,453 | | Warehouse lines of credit | $1,158 | $1,314 | | Residual interest financing | $1,094 | $566 | | Subordinated renewable notes | $620 | $613 | | Total Interest Expense | $16,400 | $20,946 | (6) Earnings Per Share Details basic and diluted EPS calculation; basic EPS increased to $0.99 and diluted EPS to $0.75 for Q1 2022 | Metric | Three Months Ended March 31, 2022 (in thousands) | Three Months Ended March 31, 2021 (in thousands) | | :----------------------------------------- | :----------------------------------------------- | :----------------------------------------------- | | Basic Earnings per share | $0.99 | $0.23 | | Diluted Earnings per share | $0.75 | $0.21 | | Weighted average basic shares outstanding | 21,221 | 22,741 | | Weighted average diluted shares outstanding | 28,197 | 24,967 | (7) Income Taxes Income tax expense for Q1 2022 was $8.2 million, with an effective tax rate of 28%, and a net deferred tax asset of $18.9 million | Metric | Three Months Ended March 31, 2022 (in thousands) | Three Months Ended March 31, 2021 (in thousands) | | :--------------------- | :----------------------------------------------- | :----------------------------------------------- | | Income tax expense | $8,213 | $2,780 | | Effective income tax rate | 28% | 35% | - The company had a recognized net deferred tax asset of $18.9 million as of March 31, 2022, consisting of $11.6 million federal and $7.3 million state deferred tax assets[86] (8) Legal Proceedings Describes legal proceedings, including two civil actions with potential material liability; probable losses are $3.4 million, possible up to $11.3 million - Two civil actions, a Connecticut deficiency judgment cross-claim and a California wage and hour lawsuit, could potentially result in material class action liabilities[90][91][92] - The estimated total probable incurred losses for legal contingencies as of March 31, 2022, is $3.4 million, with a reasonably possible loss range not exceeding $11.3 million[95] (9) Fair Value Measurements Explains fair value measurements for finance receivables, classified as Level 3 due to unobservable inputs; totaled $1,903,857 thousand at March 31, 2022 - Finance receivables acquired since January 2018 are valued using the fair value method, classified as Level 3 measurements due to significant unobservable inputs such as discount rate and cumulative net losses[100][102][105] | Metric | March 31, 2022 (in thousands) | December 31, 2021 (in thousands) | | :----------------------------------------- | :---------------------------- | :------------------------------- | | Finance receivables measured at fair value | $1,903,857 | $1,749,098 | | Contractual Balance | $2,133,969 | $1,972,699 | | Unobservable Inputs | March 31, 2022 | December 31, 2021 | | :------------------------ | :------------- | :---------------- | | Discount rate | 9.9% - 11.3% | 10.6% - 11.3% | | Cumulative net losses | 10.0% - 18.4% | 10.00% - 18.4% | (10) Subsequent Events Describes a subsequent event: the April 20, 2022, securitization of $395.6 million in asset-backed notes secured by $430.0 million in receivables - On April 20, 2022, the company executed the CPS Auto Receivables Trust 2022-B securitization, selling $395.6 million of asset-backed notes secured by $430.0 million in automobile receivables[110] - The 2022-B transaction has initial credit enhancement of 1.00% cash deposit and 8.00% overcollateralization, with accelerated principal payments to reach 9.00% of original pool balance or 25.80% of outstanding balance[111] Item 2. Management's Discussion and Analysis of Financial Condition and Results of Operations Provides business overview, discusses financing, analyzes Q1 2022 operations, credit experience, liquidity, and forward-looking statements Overview The company finances and services sub-prime auto contracts, originating $18.5 billion and managing a $2.38 billion portfolio by March 31, 2022 - The company specializes in purchasing and servicing retail automobile contracts for sub-prime customers, primarily through franchised dealers, and has originated approximately $18.5 billion in contracts since March 1991[113] | Period | Contracts Purchased in Period (in thousands) | Managed Portfolio at Period End (in thousands) | | :-------------------------- | :------------------------------------------- | :--------------------------------------------- | | 2016 | $1,088,785 | $2,308,070 | | 2017 | $859,069 | $2,333,530 | | 2018 | $902,416 | $2,380,847 | | 2019 | $1,002,782 | $2,416,042 | | 2020 | $742,584 | $2,174,972 | | 2021 | $1,146,321 | $2,249,069 | | Three months ended Mar 31, 2022 | $409,961 | $2,381,588 | - The company began purchasing contracts for immediate sale to a third-party in May 2021, earning origination and servicing fees. For Q1 2022, $20.6 million was originated under this third-party program, with a managed portfolio of $57.2 million[114] Securitization and Warehouse Credit Facilities Finances auto contracts via securitizations and warehouse credit facilities; 19 active securitizations and $200 million short-term funding capacity - The company finances automobile contracts through securitizations (long-term) and warehouse credit facilities (interim), with all active securitizations structured as secured financings[117][122] - Since 1994, the company has completed 92 term securitizations, with 19 currently active as secured financings[123] | Period | Number of Term Securitizations | Receivables Pledged in Term Securitizations (in thousands) | | :----- | :----------------------------- | :--------------------------------------------------------- | | 2016 | 4 | $1,214,997 | | 2017 | 4 | $870,000 | | 2018 | 4 | $883,452 | | 2019 | 4 | $1,014,124 | | 2020 | 3 | $741,867 | | 2021 | 4 | $1,145,002 | - The company currently has a short-term funding capacity of $200 million from warehouse credit facilities[125] Financial Covenants The company must meet financial covenants for securitization and credit facilities, including liquidity and leverage, and was compliant as of March 31, 2022 - The company must comply with financial covenants for securitization transactions and warehouse credit facilities, including maintaining minimum liquidity and net worth and not exceeding maximum leverage levels[129] - As of March 31, 2022, the company was in compliance with all financial covenants[129] Results of Operations Q1 2022 revenues rose 17.8% to $74.4 million, driven by fair value receivables; expenses decreased 18.4% to $45.0 million due to lower interest and credit losses | Metric | Three Months Ended March 31, 2022 (in thousands) | Three Months Ended March 31, 2021 (in thousands) | Change (YoY) | | :----------------------------------------- | :----------------------------------------------- | :----------------------------------------------- | :----------- | | Total Revenues | $74,366 | $63,112 | +17.8% | | Mark to finance receivables at fair value | $2,400 | $(4,417) | N/A | | Average balance of fair value receivables | $2,067,286 | $1,687,232 | +22.5% | | Other income (from third-party fees) | $1,906 (incl. $844) | $1,436 | +32.7% | | Total Operating Expenses | $45,038 | $55,168 | -18.4% | Revenues Revenues increased 17.8% to $74.4 million, driven by fair value receivables mark-up and balance growth; other income rose 32.7% - Revenues increased by 17.8% to $74.4 million, driven by a $2.4 million mark-up reversal on fair value receivables (vs. $4.4 million mark-down in prior year) and a 22.5% increase in their average balance[131][132] - Other income increased by 32.7% to $1.9 million, primarily due to $844,000 in origination and servicing fees from third-party receivables, a new program started in May 2021[132] Expenses Total operating expenses decreased 18.4% to $45.0 million, primarily from lower interest expense and a $9.4 million reduction in credit loss provision - Total operating expenses decreased by 18.4% to $45.0 million, primarily due to a $4.9 million decrease in securitization trust debt interest expense and a $9.4 million reduction in the provision for credit losses[135][138][148] | Expense Category | Three Months Ended March 31, 2022 (in thousands) | Three Months Ended March 31, 2021 (in thousands) | Change (YoY) | | :------------------------------- | :----------------------------------------------- | :----------------------------------------------- | :----------- | | Employee costs | $22,152 | $20,159 | +9.9% | | General and administrative | $8,231 | $7,748 | +6.2% | | Interest expense | $16,400 | $20,946 | -21.7% | | Provision for credit losses | $(9,400) | $0 | N/A | | Sales expense | $5,386 | $3,986 | +35.1% | | Occupancy | $1,852 | $1,901 | -2.6% | | Depreciation and amortization | $417 | $428 | -2.6% | - Interest expense on securitization trust debt decreased by $4.9 million due to a lower average balance ($1,808.5 million vs. $1,876.8 million) and a reduced annualized average rate (3.0% vs. 3.9%)[139] - Sales expense increased by $1.4 million to $5.4 million, driven by a significant increase in new contracts purchased ($410.0 million in Q1 2022 vs. $205.5 million in Q1 2021)[151] Credit Experience Analyzes credit performance; delinquencies (31+ days) rose to 8.3%, total delinquencies and repossessions to 9.6%, while net charge-offs decreased to 3.3% | Metric | March 31, 2022 (in thousands) | March 31, 2021 (in thousands) | December 31, 2021 (in thousands) | | :--------------------------------------------- | :---------------------------- | :---------------------------- | :------------------------------- | | Gross servicing portfolio | $2,324,354 | $2,119,073 | $2,209,430 | | Total delinquencies (31+ days) | $173,197 | $134,280 | $212,253 | | Amount in repossession | $26,442 | $30,353 | $22,912 | | Delinquencies as % of gross servicing portfolio | 8.3% | 7.5% | 9.6% | | Total delinquencies & repossession as % of gross servicing portfolio | 9.6% | 8.1% | 10.6% | | Portfolio Type | Average Servicing Portfolio Outstanding (March 31, 2022, in thousands) | Annualized Net Charge-offs as % of Average Servicing Portfolio (March 31, 2022) | Average Servicing Portfolio Outstanding (March 31, 2021, in thousands) | Annualized Net Charge-offs as % of Average Servicing Portfolio (March 31, 2021) | | :----------------------------- | :--------------------------------------------------------------------- | :------------------------------------------------------------------------------ | :--------------------------------------------------------------------- | :------------------------------------------------------------------------------ | | Finance Receivables Portfolio | $206,197 | 0.8% | $451,425 | 12.6% | | Fair Value Receivables Portfolio | $2,067,286 | 3.5% | $1,687,232 | 4.6% | | Total Owned Portfolio | $2,273,483 | 3.3% | $2,138,657 | 6.3% | Extensions The company grants one-month payment extensions, limited by agreements, which are effective in mitigating losses, with 56.7% of 2018 extensions active or paid off - The company grants one-month payment extensions, typically limited to two per 12-month period and six over the contract life, to assist obligors with temporary cash flow issues[161] - The extension program is considered effective; for example, 56.7% of accounts granted extensions in 2018 were active or paid off by March 31, 2022[167] | Metric | Three Months Ended March 31, 2022 | Year Ended December 31, 2021 | Three Months Ended March 31, 2021 | | :-------------------------------------------- | :-------------------------------- | :--------------------------- | :-------------------------------- | | Average number of extensions granted per month | 4,061 | 3,918 | 3,535 | | Average monthly extensions as % of average outstandings | 2.6% | 2.5% | 2.2% | Non-Accrual Receivables Contracts over 90 days past due are non-accrual; restored if delinquency falls below 90 days, independent of extensions - Contracts are placed on non-accrual status when greater than 90 days past due, as resolution is unlikely, and no interest income is recognized[171] - Accounts are restored to full accrual status if delinquency falls below the 90-day threshold, and the non-accrual policy is independent of extension grants[172][173] Liquidity and Capital Resources Cash is sourced from securitizations and customer payments; Q1 2022 saw operating cash flow of $68.3 million, investing used $139.5 million, and financing provided $80.9 million - Primary cash sources include securitization proceeds, warehouse credit facilities, customer payments, and origination fees; primary uses are contract purchases, debt repayment, and operating expenses[174] | Cash Flow Activity | Three Months Ended March 31, 2022 (in thousands) | Three Months Ended March 31, 2021 (in thousands) | | :------------------------------------------------ | :----------------------------------------------- | :----------------------------------------------- | | Net cash provided by operating activities | $68,300 | $65,350 | | Net cash used in investing activities | $(139,517) | $23,890 | | Net cash provided by financing activities | $80,945 | $(64,791) | | Purchases of finance receivables | $393,407 | $205,500 | | New securitization trust debt issued | $316,800 | $230,500 | | Net advances on warehouse lines of credit | $42,200 | $(48,300) | - As of March 31, 2022, the company had $21.7 million in unrestricted cash and $53.0 million in available borrowings under warehouse credit facilities, with $93.9 million in eligible collateral[181] - The company had approximately $2,036.7 million of debt outstanding at March 31, 2022, primarily $1,813.5 million in securitization trust debt and $147.0 million in warehouse lines of credit[184] Forward Looking Statements Highlights forward-looking statements on credit losses, fair value, and financial results, subject to economic, financing, and regulatory risks - Forward-looking statements include provisions for credit losses, fair value valuations, and future financial results, which are dependent on estimates of future charge-offs, recovery rates, and cash receipts[187][198] - Key risk factors affecting forward-looking statements include changes in general economic conditions, financing availability and terms, interest rates, competition, credit loss levels, and regulatory requirements[196][198] Item 4. Controls and Procedures Confirms effective internal controls and procedures as of March 31, 2022, with no material changes during the quarter - The company's disclosure controls and procedures were evaluated and deemed effective as of March 31, 2022, by the principal executive and financial officers[188] - There have been no material changes in internal controls over financial reporting during the most recently completed fiscal quarter[188] PART II. OTHER INFORMATION Item 1. Legal Proceedings Incorporates legal proceedings from Note 8, detailing consumer litigation with probable losses of $3.4 million and a possible range up to $11.3 million - The information on legal proceedings is incorporated by reference from Note 8 of the Unaudited Condensed Consolidated Financial Statements[191] Item 1A. Risk Factors Updates risk factors, emphasizing substantial indebtedness of $2,036.7 million at March 31, 2022, impacting financial condition and flexibility - The company has substantial indebtedness, totaling approximately $2,036.7 million at March 31, 2022, primarily from securitization trust debt ($1,813.5 million) and warehouse lines of credit ($147.0 million)[193] - Substantial indebtedness increases vulnerability to adverse economic conditions, reduces cash flow for operations, limits business flexibility, creates a competitive disadvantage, and restricts ability to borrow additional funds[194] Item 2. Unregistered Sales of Equity Securities and Use of Proceeds The company repurchased 922,363 common shares at an average of $11.19 per share during Q1 2022 under an authorization program | Period | Total Number of Shares Purchased | Average Price Paid per Share | | :---------- | :------------------------------- | :--------------------------- | | January 2022 | 119,000 | $11.68 | | February 2022 | 254,492 | $11.04 | | March 2022 | 548,871 | $11.16 | | Total | 922,363 | $11.19 | - The board of directors authorized an additional $15.0 million for stock repurchases in January and March 2022, bringing the total authorized under the program to $103.2 million since 2002[202] Item 6. Exhibits Lists exhibits filed with Form 10-Q, including debt instruments, CEO/CFO certifications, and Inline XBRL documents - The exhibits include certifications from the CEO and CFO (Rule 13a-14(a) and Section 1350) and Inline XBRL documents for financial data[205] Signatures The report was signed by Charles E. Bradley, Jr. (President and CEO) and Jeffrey P. Fritz (EVP and CFO) on May 4, 2022 - The report was signed by Charles E. Bradley, Jr. (President and CEO) and Jeffrey P. Fritz (EVP and CFO) on May 4, 2022[211][212]