Current Report Filing (8-k)

UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

Washington, D.C. 20549

FORM 8-K/A

(Amendment No. 1)

CURRENT REPORT

PURSUANT TO SECTION 13 OR 15(d) OF THE

SECURITIES EXCHANGE ACT OF 1934

Date of Report:

(Date of earliest event reported)

October 20, 2014

RENT-A-CENTER, INC.

(Exact name of registrant as specified in charter)



Delaware	0-25370	45-0491516
(State or other jurisdiction of incorporation or organization)	(Commission File Number)	(IRS Employer Identification No.)

5501 Headquarters Drive

Plano, Texas 75024

(Address of principal executive offices and zip code)

(972) 801-1100

(Registrant's telephone number, including area code)

N/A

(Former name or former address, if changed since last report)

Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the Registrant under any of the following provisions (see General Instruction A.2. below):



¨	Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425).
¨	Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12).
¨	Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b)).
¨	Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c)).

EXPLANATORY NOTE

This Amendment No. 1 to Form 8-K dated October 20, 2014, is being filed to correct and replace Exhibit 99.1, Press Release, dated October 20, 2014. The corrected and replaced press release is attached hereto as Exhibit 99.1.

Pursuant to General Instruction B.2. of Form 8-K, the accompanying exhibit shall be deemed to be "furnished" and not "filed" for purposes of Section 18 of the Securities Exchange Act of 1934, as amended, and, therefore, shall not be incorporated by reference in any filing under the Securities Act of 1933, as amended.

Item 9.01 Financial Statements and Exhibits.

(d) Exhibits

Exhibit 99.1 Press Release, dated October 20, 2014 (corrected and replaced).

SIGNATURES

Pursuant to the requirements of the Securities Exchange Act of 1934, the Registrant has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized.




		RENT-A-CENTER, INC.

Date:	October 21, 2014	By:	/s/ Guy J. Constant
			Guy J. Constant
			Executive Vice President - Finance,
			Chief Financial Officer and Treasurer

EXHIBIT INDEX




Exhibit No.		Description
99.1		Press release, dated October 20, 2014 (corrected and replaced).

Exhibit 99.1

For Immediate Release:

RENT-A-CENTER, INC. REPORTS

THIRD QUARTER 2014 RESULTS

Total Revenues Increased 2.0%

Consolidated Same Store Sales Increased 1.9%

Diluted Earnings per Share of $0.48

______________________________________________

Plano, Texas, October 20, 2014 — Rent-A-Center, Inc. (the "Company") (NASDAQ/NGS: RCII), the nation's largest rent-to-own operator, today announced results for the quarter ended September 30, 2014.

Third Quarter 2014 Results

Total revenues were $769.5 million, an increase of $14.7 million from total revenues of $754.8 million for the same period in the prior year. This 2.0% increase in total revenues was primarily due to increases of approximately $36.6 million in the Acceptance Now segment and approximately $6.9 million in the Mexico segment, partially offset by a decrease of approximately $29.5 million in the Core U.S. segment.

Same store sales increased 1.9% as compared to the same period in the prior year, primarily attributable to increases of 25.7% and 25.9% in the Acceptance Now and Mexico segments, respectively, partially offset by a 3.6% decrease in the Core U.S. segment.

Net earnings and net earnings per diluted share were $25.3 million and $0.48, respectively, as compared to $27.2 million and $0.50, respectively, for the same period in the prior year. After adjusting for significant items (see Non-GAAP Reconciliation below), net earnings and net earnings per diluted share were $26.0 million and $0.49, respectively.

"As we expected, same store sales improved again versus the previous quarter in our Core U.S. business, aided by the roll-out of smartphones in July. In addition, Acceptance Now continued to deliver consistently strong same store sales growth. As a result of the performance of these two businesses, our earnings for the third quarter 2014 met our expectations," said Robert D. Davis, the Chief Executive Officer of Rent-A-Center, Inc.

"At the same time, these results confirm our urgency to execute on the transformation we outlined in February, with a focus on operational and infrastructure initiatives such as introducing a new labor model for our Core U.S. stores, developing a new supply chain, formulating a customer-focused value-based pricing strategy and implementing new technology into our Acceptance Now locations," Mr. Davis concluded.

Nine Months Ended September 30, 2014 Results

Total revenues were $2,376.5 million, an increase of $41.9 million from total revenues of $2,334.6 million in the same period in the prior year. This 1.8% increase in total revenues was primarily due to increases of approximately $121.9 million in the Acceptance Now segment and approximately $19.7 million in the Mexico segment, partially offset by a decrease of approximately $97.6 million in the Core U.S. segment.

Same store sales increased 0.5% as compared to the same period in the prior year, primarily attributable to increases of 25.6% and 21.2% in the Acceptance Now and Mexico segments, respectively, partially offset by a 4.9% decrease in the Core U.S. segment.

Net earnings and net earnings per diluted share were $71.7 million and $1.35, respectively, as compared to $115.2 million and $2.06, respectively, for the same period in the prior year.

For the nine months ended September 30, 2014, the Company generated cash flow from operations of approximately $63.3 million, while ending the quarter with approximately $62.0 million of cash on hand. The Company will pay its 18th consecutive quarterly cash dividend on October 23, 2014.

Non-GAAP Reconciliation

Management believes that excluding special items from the financial results provides investors a clearer perspective of the Company's ongoing operating performance and a more relevant comparison to prior period results. During the third quarter of 2014, the Company recorded a pre-tax credit of approximately $7.1 million due to the settlement of a lawsuit against the manufacturers of LCD screen displays, pre-tax restructuring charges of approximately $2.8 million related to a corporate reorganization, pre-tax restructuring charges of approximately $0.4 million related to the previously announced consolidation of 150 stores, and a pre-tax impairment charge of $4.6 million related to internally-developed computer software. During the nine months ended September 30, 2014, the Company also recorded $1.9 million of financing charges due to refinancing in the first quarter and pre-tax restructuring charges of approximately $4.4 million related to the previously announced consolidation of 150 stores in the second quarter.

While management believes this non-GAAP financial measure is useful in evaluating the Company, this information should be considered as supplemental in nature and not as a substitute for or superior to the related financial information prepared in accordance with GAAP. Further, the non-GAAP financial measure may differ from similar measures presented by other companies.

Reconciliation of net income to net income excluding special items (in thousands, except per share data):



	Three Months Ended September 30, 2014						Three Months Ended September 30, 2013
	Amount			Per Share			Amount		Per Share
Net income	$	25,306		$	0.48		$	27,165	$	0.50
Special items, net of taxes:
Vendor settlement credit	(4,682		)	(0.09		)	—		—
Other (gains) and charges	5,414			0.10			—		—
Net income excluding special items	$	26,038		$	0.49		$	27,165	$	0.50



	Nine Months Ended September 30, 2014						Nine Months Ended September 30, 2013
	Amount			Per Share			Amount		Per Share
Net income	$	71,696		$	1.35		$	115,174	$	2.06
Special items, net of taxes:
Vendor settlement credit	(4,682		)	(0.09		)	—		—
Other (gains) and charges	8,023			0.15			—		—
Finance charges from refinancing	1,288			0.03			—		—
Net income excluding special items	$	76,325		$	1.44		$	115,174	$	2.06

2014 Guidance

The Company's expectations for the balance of the year are consistent with the guidance provided in the second quarter 2014 press release.

Rent-A-Center, Inc. will host a conference call to discuss the third quarter results, guidance and other operational matters on Tuesday morning, October 21, 2014, at 10:45 a.m. ET. For a live webcast of the call, visit http://investor.rentacenter.com. Certain financial and other statistical information that will be discussed during the conference call will also be provided on the same website.

Rent-A-Center, Inc., headquartered in Plano, Texas, is the largest rent-to-own operator in North America, focused on improving the quality of life for its customers by providing them the opportunity to obtain ownership of high-quality, durable products such as consumer electronics, appliances, computers, furniture and accessories, under flexible rental purchase agreements with no long-term obligation. The Company owns and operates approximately 3,020 stores in the United States, Mexico, Canada and Puerto Rico, and approximately 1,360 Acceptance Now kiosk locations in the United States and Puerto Rico. Rent-A-Center Franchising International, Inc., a wholly owned subsidiary of the Company, is a national franchiser of approximately 190 rent-to-own stores operating under the trade names of "Rent-A-Center," "ColorTyme," and "RimTyme." For additional information about the Company, please visit our website at www.rentacenter.com.

This press release and the guidance above contain forward-looking statements that involve risks and uncertainties. Such forward-looking statements generally can be identified by the use of forward-looking terminology such as "may," "will," "expect," "intend," "could," "estimate," "should," "anticipate," or "believe," or the negative thereof or variations thereon or similar terminology. The Company believes that the expectations reflected in such forward-looking statements are accurate. However, there can be no assurance that such expectations will occur. The Company's actual future performance could differ materially from such statements. Factors that could cause or contribute to such differences include, but are not limited to: the general strength of the economy and other economic conditions affecting consumer preferences and spending; economic pressures, such as high fuel costs, affecting the disposable income available to the Company's current and potential customers; changes in the unemployment rate; difficulties encountered in improving the financial performance of the Core U.S. segment; the Company’s ability to develop and successfully execute the competencies and capabilities which are the focus of the Company’s multi-year program designed to transform and modernize the Company’s operations; costs associated with the Company's multi-year program designed to transform and modernize the Company’s operations; the Company’s ability to successfully market smartphones and related services to its customers; the Company's ability to develop and successfully implement digital electronic commerce capabilities; the Company's ability to retain the revenue from customer accounts merged into another store location as a result of the store consolidation plan; the Company's ability to execute and the effectiveness of the store consolidation; rapid inflation or deflation in prices of the Company's products; the Company's available cash flow; the Company's ability to identify and successfully market products and services that appeal to its customer demographic; consumer preferences and perceptions of the Company's brand; uncertainties regarding the ability to open new locations; the Company's ability to acquire additional stores or customer accounts on favorable terms; the Company's ability to control costs and increase profitability; the Company's ability to enhance the performance of acquired stores; the Company's ability to retain the revenue associated with acquired customer accounts; the Company's ability to enter into new and collect on its rental or lease purchase agreements; the passage of legislation adversely affecting the rent-to-own industry; the Company's compliance with applicable statutes or regulations governing its transactions; changes in interest rates; adverse changes in the economic conditions of the industries, countries or markets that the Company serves; information technology and data security costs; the Company's ability to protect the integrity and security of individually identifiable data of its customers and employees; the impact of any breaches in data security or other disturbances to the Company's information technology and other networks; changes in the Company's stock price, the number of shares of common stock that it may or may not repurchase, and future dividends, if any; changes in estimates relating to self-insurance liabilities and income tax and litigation reserves; changes in the Company's effective tax rate; fluctuations in foreign currency exchange rates; the Company's ability to maintain an effective system of internal controls; the resolution of the Company's litigation; and the other risks detailed from time to time in the Company's SEC reports, including but not limited to, its annual report on Form 10-K for the year ended December 31, 2013, and its quarterly reports on Form 10-Q for the quarters ended March 31, 2014, and June 30, 2014. You are cautioned not to place undue reliance on these forward-looking statements, which speak only as of the date of this press release. Except as required by law, the Company is not obligated to publicly release any revisions to these forward-looking statements to reflect the events or circumstances after the date of this press release or to reflect the occurrence of unanticipated events.

Contact for Rent-A-Center, Inc.:

David E. Carpenter

Vice President - Investor Relations

(972) 801-1214

david.carpenter@rentacenter.com

Maureen B. Short

Senior Vice President - Finance, Investor Relations and Treasury

(972) 801-1899

maureen.short@rentacenter.com

Rent-A-Center, Inc. and Subsidiaries

STATEMENT OF EARNINGS HIGHLIGHTS

(Unaudited)



(In thousands, except per share data)	Three Months Ended September 30,
	2014			2014			2013 ⁽²⁾
	Before			After			After
	Significant Items			Significant Items			Significant Items
	(Non-GAAP			(GAAP			(GAAP
	Earnings)			Earnings)			Earnings)
Total Revenues	$	769,525		$	769,525		$	754,780
Operating Profit		45,494			44,823			55,773
Net Earnings		26,038	⁽¹⁾		25,306			27,165
Diluted Earnings per Common Share	$	0.49	⁽¹⁾	$	0.48		$	0.50
Adjusted EBITDA	$	65,412		$	65,412		$	75,833

Reconciliation to Adjusted EBITDA:

Earnings Before Income Taxes	$	33,713	⁽¹⁾	$	33,042		$	45,040
Add back (subtract):
Vendor settlement credit		—			(7,072	)		—
Restructuring charge		—			3,185			—
Impairment charge		—			4,558			—
Interest Expense, net		11,781			11,781			10,733
Depreciation of Property Assets		18,536			18,536			19,421
Amortization and Write-down of Intangibles		1,382			1,382			639

Adjusted EBITDA	$	65,412		$	65,412		$	75,833

⁽¹⁾ Excludes the effects of a $7.1 million pre-tax vendor settlement credit, a $4.6 million pre-tax impairment charge and a $3.2 million pre-tax restructuring charge. These charges reduced net earnings and net earnings per diluted share for the quarter ended September 30, 2014, by approximately $0.7 million and $0.01, respectively.

⁽²⁾ As discussed in our Annual Report on Form 10-K for the year ended December 31, 2013, we identified errors in accounting for our estimates for rental merchandise reserves and for the allowance for doubtful accounts, resulting in an immaterial overstatement of on rent merchandise and understatements of held for rent merchandise and receivables which affected periods through December 31, 2013. We increased (decreased) previously reported salaries and other expenses, operating profit, income tax expense and net earnings by $0.8 million, $(0.8) million, $(0.3) million and $(0.5) million in our historical financial statement highlights and financial statements for the three-month period ended September 30, 2013, reported herein.



(In thousands, except per share data)	Nine Months Ended September 30,
	2014			2014			2013 ⁽⁴⁾
	Before			After			After
	Significant Items			Significant Items			Significant Items
	(Non-GAAP			(GAAP			(GAAP
	Earnings)			Earnings)			Earnings)
Total Revenues	$	2,376,488		$	2,376,488		$	2,334,572
Operating Profit		149,793			144,745			211,787
Net Earnings		76,325	⁽³⁾		71,696			115,174
Diluted Earnings per Common Share	$	1.44	⁽³⁾	$	1.35		$	2.06
Adjusted EBITDA	$	210,225		$	210,225		$	271,135

Reconciliation to Adjusted EBITDA:

Earnings Before Income Taxes	$	115,296	⁽³⁾	$	108,302		$	183,673
Add back (subtract):
Vendor settlement credit		—			(7,072	)		—
Restructuring charge		—			7,562			—
Impairment charge		—			4,558			—
Finance charges from refinancing		—			1,946			—
Interest Expense, net		34,497			34,497			28,114
Depreciation of Property Assets		56,258			56,258			56,654
Amortization and Write-down of Intangibles		4,174			4,174			2,694

Adjusted EBITDA	$	210,225		$	210,225		$	271,135

⁽³⁾ Excludes the effects of a $7.1 million pre-tax vendor settlement credit, a $7.6 million pre-tax restructuring charge, a $4.6 million pre-tax impairment charge and a $1.9 million pre-tax refinancing charge. These charges reduced net earnings and net earnings per diluted share for the nine months ended September 30, 2014, by approximately $4.6 million and $0.09, respectively.

⁽⁴⁾ As discussed in our Annual Report on Form 10-K for the year ended December 31, 2013, we identified errors in accounting for our estimates for rental merchandise reserves and for the allowance for doubtful accounts, resulting in an immaterial overstatement of on rent merchandise and understatements of held for rent merchandise and receivables which affected periods through December 31, 2013. We increased (decreased) previously reported salaries and other expenses, operating profit, income tax expense and net earnings by $1.5 million, $(1.5) million, $(0.6) million and $(0.9) million in our historical financial statement highlights and financial statements for the nine-month period ended September 30, 2013, reported herein. We also increased (decreased) previously reported accounts receivable, on rent rental merchandise inventory, held for rent rental merchandise, total assets, total liabilities and stockholders' equity by $4.5 million, $(16.4) million, $1.2 million, $(10.7) million, $(4.0) million and $(6.7) million, respectively, at September 30, 2013.



(In thousands of dollars)	September 30,
	2014		2013 ⁽⁴⁾
Cash and Cash Equivalents	$	61,958	$	52,857
Receivables, net		68,229		52,979
Prepaid Expenses and Other Assets		85,565		73,910
Rental Merchandise, net
On Rent		867,184		838,132
Held for Rent		266,574		218,633
Total Assets	$	3,059,191	$	2,926,559

Senior Debt	$	425,135	$	284,575
Senior Notes		550,000		550,000
Total Liabilities		1,674,167		1,585,556
Stockholders' Equity	$	1,385,024	$	1,341,003

Rent-A-Center, Inc. and Subsidiaries

CONSOLIDATED STATEMENTS OF EARNINGS

(Unaudited)



(In thousands, except per share data)	Three Months Ended September 30,						Nine Months Ended September 30,
	2014			2013 ⁽²⁾			2014			2013 ⁽⁴⁾
Revenues
Store
Rentals and fees	$	678,190		$	671,334		$	2,056,492		$	2,013,885
Merchandise sales	58,477			53,808			226,148			227,171
Installment sales	18,089			17,474			54,499			52,138
Other	6,384			4,483			14,376			14,244
Franchise
Merchandise sales	6,524			6,396			19,811			23,072
Royalty income and fees	1,861			1,285			5,162			4,062
	769,525			754,780			2,376,488			2,334,572
Cost of revenues
Store
Cost of rentals and fees	177,208			170,979			532,590			507,826
Cost of merchandise sold	47,569			42,344			174,299			175,903
Cost of installment sales	6,134			5,983			18,874			18,141
Vendor settlement credit	(7,072		)	—			(7,072		)	—
Franchise cost of merchandise sold	6,247			6,142			18,984			22,072
	230,086			225,448			737,675			723,942
Gross profit	539,439			529,332			1,638,813			1,610,630
Operating expenses
Salaries and other expenses	443,874			435,866			1,345,303			1,281,922
General and administrative expenses	41,617			37,054			132,471			114,227
Amortization and write-down of intangibles	1,382			639			4,174			2,694
Other (gains) and charges	7,743			—			12,120			—
	494,616			473,559			1,494,068			1,398,843

Operating profit	44,823			55,773			144,745			211,787
Finance charges from refinancing	—			—			1,946			—
Interest expense	11,981			10,916			35,178			28,773
Interest income	(200		)	(183		)	(681		)	(659		)
Earnings before income taxes	33,042			45,040			108,302			183,673
Income tax expense	7,736			17,875			36,606			68,499
NET EARNINGS	$	25,306		$	27,165		$	71,696		$	115,174

Basic weighted average shares	52,864			53,438			52,828			55,423

Basic earnings per common share	$	0.48		$	0.51		$	1.36		$	2.08

Diluted weighted average shares	53,114			53,812			53,069			55,800

Diluted earnings per common share	$	0.48		$	0.50		$	1.35		$	2.06

Rent-A-Center, Inc. and Subsidiaries

SEGMENT INFORMATION HIGHLIGHTS

(Unaudited)

On January 1, 2014, the Company realigned its reporting structure to include its Canadian stores in the Core U.S. segment, which were previously reported in the International segment. The accompanying prior-year amounts and store counts have been revised to reflect this change, and we now refer to the segment formerly reported as "International" as "Mexico" since only that country's results are reported therein.



(In thousands of dollars)	Three Months Ended September 30, 2014
	Core U.S.		Acceptance Now		Mexico			Franchising		Total
Revenue	$	581,600	$	160,388	$	19,152		$	8,385	$	769,525
Gross profit	430,816		92,911		13,574			2,138		539,439
Operating profit (loss)	27,297		21,242		(4,884		)	1,168		44,823
Depreciation of property assets	15,208		1,506		1,773			49		18,536
Amortization and write-down of intangibles	1,240		142		—			—		1,382
Capital expenditures	16,177		3,336		770			—		20,283



(In thousands of dollars)	Three Months Ended September 30, 2013
	Core U.S.		Acceptance Now		Mexico			Franchising		Total ⁽²⁾
Revenue	$	611,091	$	123,798	$	12,210		$	7,681	$	754,780
Gross profit	444,898		74,083		8,812			1,539		529,332
Operating profit (loss)	44,073		18,789		(7,488		)	399		55,773
Depreciation of property assets	16,610		1,323		1,468			20		19,421
Amortization and write-down of intangibles	497		142		—			—		639
Capital expenditures	22,399		2,819		3,722			—		28,940



(In thousands of dollars)	Nine Months Ended September 30, 2014
	Core U.S.		Acceptance Now		Mexico			Franchising		Total
Revenue	$	1,808,403	$	490,392	$	52,720		$	24,973	$	2,376,488
Gross profit	1,319,325		275,694		37,805			5,989		1,638,813
Operating profit (loss)	99,315		61,218		(17,979		)	2,191		144,745
Depreciation of property assets	49,129		4,356		5,204			135		58,824
Amortization and write-down of intangibles	3,748		426		—			—		4,174
Capital expenditures	47,898		9,193		4,642			—		61,733
Rental merchandise, net
On rent	532,743		313,533		20,908			—		867,184
Held for rent	253,017		5,779		7,778			—		266,574
Total assets	2,576,022		410,296		70,350			2,523		3,059,191



(In thousands of dollars)	Nine Months Ended September 30, 2013
	Core U.S.		Acceptance Now		Mexico			Franchising		Total ⁽⁴⁾
Revenue	$	1,905,968	$	368,454	$	33,016		$	27,134	$	2,334,572
Gross profit	1,371,890		209,960		23,718			5,062		1,610,630
Operating profit (loss)	176,807		51,833		(18,497		)	1,644		211,787
Depreciation of property assets	48,987		3,574		4,033			60		56,654
Amortization and write-down of intangibles	2,267		427		—			—		2,694
Capital expenditures	57,642		7,021		9,098			—		73,761
Rental merchandise, net
On rent	568,413		255,997		13,722			—		838,132
Held for rent	207,628		3,681		7,324			—		218,633
Total assets	2,518,194		345,539		61,617			1,209		2,926,559

SAME STORE SALES

(Unaudited)



	2014								2013
Period	Core U.S.		Acceptance Now		Mexico		Total		Core U.S.		Acceptance Now		Mexico		Total
Three months ended March 31,	(6.1	)%	26.1	%	20.3	%	(0.8	)%	(8.7	)%	33.8	%	80.0	%	(4.3	)%
Three months ended June 30,	(4.7	)%	25.1	%	17.0	%	0.6	%	(5.8	)%	32.0	%	61.3	%	(1.6	)%
Three months ended September 30,	(3.6	)%	25.7	%	25.9	%	1.9	%	(5.0	)%	29.3	%	36.2	%	(0.8	)%
Nine months ended September 30,	(4.9	)%	25.6	%	21.2	%	0.5	%	(6.6	)%	31.6	%	55.2	%	(2.3	)%

Rent-A-Center, Inc. and Subsidiaries

LOCATION ACTIVITY

(Unaudited)



	Location Activity - Three Months Ended September 30, 2014
	Core U.S.	Acceptance Now	Mexico	Franchising	Total
Locations at beginning of period	2,847	1,359	176	180	4,562
New location openings	2	55	—	14	71
Acquired locations remaining open	1	—	—	—	1
Closed locations
Merged with existing locations	—	55	—	—	55
Sold or closed with no surviving location	9	—	—	6	15
Locations at end of period	2,841	1,359	176	188	4,564
Acquired locations closed and accounts merged with existing locations	1	—	—	—	1



	Location Activity - Three Months Ended September 30, 2013
	Core U.S.	Acceptance Now	Mexico	Franchising	Total
Locations at beginning of period	2,990	1,153	130	221	4,494
New location openings	6	112	22	4	144
Acquired locations remaining open	6	—	—	—	6
Closed locations
Merged with existing locations	10	10	2	—	22
Sold or closed with no surviving location	—	1	—	12	13
Locations at end of period	2,992	1,254	150	213	4,609
Acquired locations closed and accounts merged with existing locations	5	—	—	—	5



	Location Activity - Nine Months Ended September 30, 2014
	Core U.S.	Acceptance Now	Mexico	Franchising	Total
Locations at beginning of period	3,010	1,325	151	179	4,665
New location openings	10	140	30	23	203
Acquired locations remaining open	2	—	—	—	2
Closed locations
Merged with existing locations	163	105	5	—	273
Sold or closed with no surviving location	18	1	—	14	33
Locations at end of period	2,841	1,359	176	188	4,564
Acquired locations closed and accounts merged with existing locations	7	—	—	—	7



	Location Activity - Nine Months Ended September 30, 2013
	Core U.S.	Acceptance Now	Mexico	Franchising	Total
Locations at beginning of period	3,008	966	90	224	4,288
New location openings	15	320	62	9	406
Acquired locations remaining open	12	—	—	—	12
Closed locations
Merged with existing locations	40	31	2	—	73
Sold or closed with no surviving location	3	1	—	20	24
Locations at end of period	2,992	1,254	150	213	4,609
Acquired locations closed and accounts merged with existing locations	18	—	—	—	18