CURO Group Holdings Corp. (NYSE: CURO) (“CURO” or the
“Company”), an omni-channel consumer finance company serving
consumers in the U.S. and Canada, today announced that it is
soliciting consents (the “Consent Solicitation”) from all
registered holders (individually, a “Holder,” and collectively, the
“Holders”) of its outstanding 7.500% Senior 1.5 Lien Secured Notes
due 2028 (the “Notes”), issued pursuant to the Indenture, dated as
of May 15, 2023 (the “Indenture”), among the Company, the
guarantors party thereto (the “Guarantors”) and U.S. Bank Trust
Company, National Association, as trustee and collateral agent (the
“Trustee”).
The purpose of the Consent Solicitation is to obtain the consent
of the Holders to (a) waive the potential default under the
Indenture arising from the Company’s potential failure to maintain
liquidity equal to or greater than $75,000,000 as of January 31,
2024 and (b) extend the grace period for an interest payment
default under the Indenture to 30 days (which would include the
existing default that has occurred under Section 7.01(a) of the
Indenture as a result of the Company’s failure to make the interest
payment due under the Indenture on February 1, 2024) (the “Proposed
Waiver and Amendment”).
Certain information regarding the Notes is set forth in the
table below.
Title of Security
CUSIP and ISIN Numbers
Principal Amount Outstanding
7.500% Senior 1.5 Lien Secured Notes due
2028
23131L AE7 and U12727 AD2; US23131LAE74
and USU12727AD21
$682,298,000
The Consent Solicitation will expire at 5:00 p.m., New York City
time, on February 7, 2024, unless extended or earlier terminated by
the Company in its sole discretion (such date and time, as the same
may be extended, the “Expiration Date”).
If the Holders of at least a majority in aggregate principal
amount of Notes outstanding (the “Required Consents”) validly
deliver consents to the Proposed Waiver and Amendment and do not
validly revoke such consents prior to the Consent Effective Time
(as defined below), and all other conditions have been satisfied or
waived by the Company on or prior to the Expiration Date, it is
expected that the Company, the Guarantors and the Trustee will
execute a supplemental indenture (the “Supplemental Indenture”)
effecting the Proposed Waiver and Amendment (such time of
execution, which may occur earlier than the Expiration Date the
“Consent Effective Time”). The Supplemental Indenture will be
effective as to all Holders at the Consent Effective Time, whether
or not a Holder delivered a consent.
Consents may be validly revoked at any time prior to the Consent
Effective Time, but not thereafter. Consents to the Proposed Waiver
and Amendment shall not be revoked at any time after the Consent
Effective Time, even if the Expiration Date is later than the
Consent Effective Time.
Holders who deliver their consents pursuant to the Consent
Solicitation Statement will not be entitled to any consent
payment.
For a complete statement of the terms and conditions of the
Consent Solicitation and the Proposed Waiver and Amendment, Holders
should refer to the Consent Solicitation Statement.
Any questions or requests for assistance concerning the Consent
Solicitation or requests for additional copies of the Consent
Solicitation Statement may be directed to Epiq Corporate
Restructuring, LLC, the information agent and tabulation agent in
connection with the Consent Solicitation, at Epiq Corporate
Restructuring, LLC, 777 Third Avenue, 12th Floor, New York, New
York 10017, Attention: Solicitation Group, by telephone at (646)
362-6336 or by email at tabulation@epiqglobal.com (with the
reference to “CURO” in the subject line).
This press release is for informational purposes only and is
neither an offer to sell nor a solicitation of an offer to buy any
security. This announcement is also not a solicitation of consents
with respect to the Proposed Waiver and Amendment or otherwise. The
Consent Solicitation is being made solely through the Consent
Solicitation Statement referred to above and related materials. The
Consent Solicitation is not being made to Holders in any
jurisdiction in which the Company is aware that the making of the
Consent Solicitation would be unlawful. In any jurisdiction in
which applicable law requires the Consent Solicitation to be made
by a licensed broker or dealer, the Consent Solicitation will be
deemed to be made on the Company's behalf by the information agent
and tabulation agent or one or more registered brokers or dealers
that are licensed under the laws of such jurisdiction.
Forward-Looking Statements
This press release contains forward-looking statements. These
forward-looking statements include assumptions about various
matters, such as the Consent Solicitation. In addition, words such
as “guidance,” “estimate,” “anticipate,” “believe,” “forecast,”
“step,” “plan,” “predict,” “focused,” “project,” “is likely,”
“expect,” "anticipate," “intend,” “should,” “will,” “confident,”
variations of such words and similar expressions are intended to
identify forward-looking statements. Our ability to achieve these
forward-looking statements is based on certain assumptions,
judgments and other factors, both within and outside of our
control, that could cause actual results to differ materially from
those in the forward-looking statements, including the risk that
the Company will not obtain the Required Consents with respect to
the Consent Solicitation, as well as other factors discussed in our
filings with the Securities and Exchange Commission. These
forward-looking statements are not guarantees of future performance
and involve known and unknown risks and uncertainties that are
difficult to predict with regard to timing, extent, likelihood and
degree of occurrence. There may be additional risks that we
presently do not know or that we currently believe are immaterial
that could also cause actual results to differ from those contained
in the forward-looking statements. Given these risks and
uncertainties, investors should not place undue reliance on
forward-looking statements as a prediction of actual future
results. We undertake no obligation to update, amend or clarify any
forward-looking statement for any reason.
About CURO
CURO Group Holdings Corp. (NYSE: CURO) is a leading consumer
credit lender serving U.S. and Canadian customers for over 25
years. Our roots in the consumer finance market run deep. We’ve
worked diligently to provide customers a variety of convenient,
easily accessible financial services. Our decades of diversified
data power a hard-to-replicate underwriting and scoring engine,
mitigating risk across the full spectrum of credit products. We
operate under a number of brands including Cash Money®,
LendDirect®, Heights Finance, Southern Finance, Covington Credit,
Quick Credit and First Heritage Credit.
(CURO-NWS)
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Investor Relations: Email:
IR@curo.com
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