CURO to acquire Heights Finance, a leading consumer finance company, for $360 million

WICHITA, Kan.–()–CURO Group Holdings Corp. (NYSE: CURO) (“CURO”), a technology-driven, omnichannel consumer finance company serving unpreferred and blue-chip consumers in the United States and Canada, today announced that it has reached a definitive agreement to acquire Heights Finance, a consumer finance company that provides installment loans and offers customary opt-in insurance and other financial products, from Milestone Partners, a private equity firm based in Radnor, Pennsylvania. The total consideration of $360 million includes $335 million in cash and $25 million in CURO common stock.

Heights Finance primarily serves nearby and non-preferred customers through a network of 390 branches in 11 southern and midwestern states. The acquisition is expected to accelerate CURO’s transition to longer-term, higher-balance, lower-rate credit products. For the 12 months ended September 30, 2021, Heights Finance had revenue of $235 million and adjusted pretax income of $34 million.

“Adding Heights Finance’s established customer base, seasoned loan portfolio and extensive branch network, we will solidify our position as a non-preferred consumer lender in the United States,” said Don Gayhardt, President and CEO. of CURO. “The combination diversifies the mix of products, revenues, customers and geographies for our US business and improves our overall growth, profitability and risk profiles. The transaction brings together two complementary businesses that give equal priority to credit, risk analysis and regulatory compliance. We believe we are well positioned to significantly grow our combined operations as Heights Finance provides us with opportunities to expand into new geographic markets, leverage our omnichannel capabilities and sell some of our card products. We are delighted to welcome the Heights Finance team to CURO and look forward to pursuing our significant growth opportunities together.

“We are proud of our track record of operating our flexible installment loan platform to meet the needs of the millions of hardworking Americans underserved by traditional credit providers and we are excited to partner with CURO to accelerate our growth trajectory,” said Doug Clark, President and CEO of Heights Finance. “We view CURO as an ideal strategic partner, as its cutting-edge omnichannel expertise and related technology, data science and proprietary underwriting capabilities promise to further improve the delivery and service of our branches, increase our capabilities online and generate revenue and cost synergies. CURO’s strong capital position and diversified funding sources also create the opportunity to reduce the cost of our debt capital.

The total purchase price for the acquisition of $360 million represents 6.5 times Heights Finance’s estimated 2022 adjusted pretax earnings of $55 million. The acquisition is immediately accretive to CURO’s earnings. The transaction has been approved by CURO’s Board of Directors and is expected to close no later than the first quarter of 2022, subject to customary closing conditions, including licensing approvals. CURO expects to fund the acquisition with a combination of cash and existing debt.

Advisors

Jefferies LLC served as exclusive financial advisor and King & Spalding LLP served as legal advisor to CURO in this transaction. Troutman Pepper served as counsel to Heights Finance in this transaction.

Investor conference call

CURO and Heights Finance will hold a joint conference call to discuss the transaction at 8:00 a.m. ET today. The call will include a discussion of the transaction followed by a question and answer session with CURO management and Heights Finance. You can access the call at 1-833-953-2430 (1-412-317-5759 for international callers). Please ask to join the CURO Group Holdings call. To access the live webcast, interested parties are invited to visit the investor relations section of the Company’s website at http://ir.curo.com/. A supplemental investor presentation providing further details about Heights Finance and the acquisition is available in the “Events and Presentations” section of CURO’s Investors website at https://ir.curo.com/events-and-presentations.

Archive: A recorded replay of this call will be available until December 1, 2021 at 8:00 a.m. ET. You can access the replay of the conference call at 1-877-344-7529 (1-412-317-0088 for international callers). The access code for the replay is 10162144. An archived version of the webcast will be available on the CURO Investors website for one year.

Refinancing of the SPV Canada Non-Recourse Funding Facility

Last week, CURO signed a refinancing of its non-recourse SPV Canada funding facility. The incumbent – Waterfall Asset Management – offered an attractive renewal and extension that reduced overall cost by 200 basis points, increased total capacity, including accordion, from C$250 million to C$450 million Canadian dollars, extended the three-year maturity to August 2026, increased the advance rate from 80% to 90%, expanded eligibility to include non-senior loans from Flexiti, and added the ability to securitize from ease.

Forward-looking statements

This press release contains forward-looking statements. These forward-looking statements include statements regarding projections, estimates and assumptions regarding the impact of the transaction on us, including our belief that the acquisition will accelerate our transition to longer-term, higher-balance credit products and at lower rates; solidify our position as a full-spectrum, unpreferred consumer lender in the United States; improve our overall growth, profitability and risk profiles; develop our combined operations; and lower cost loan capital; Heights estimated adjusted earnings before tax; the timing of the closing of the transaction and the sources of financing. Also, words such as “guidance”, “estimate”, “anticipate”, “believe”, “anticipate”, “step”, “plan”, “predict”, “target”, “project”, “is likely , “expect”, “intend”, “should”, “will”, “confident”, variations of these words and similar expressions are intended to identify forward-looking statements. The ability to make these forward-looking statements is based on certain assumptions, judgments and other factors, both within our control and beyond our control, that could cause actual results to differ materially from those contained in the forward-looking statements, including the parties’ inability to successfully or timely complete the proposed transaction, including the risk that required regulatory approvals may not be obtained, may be delayed, or may be subject to unforeseen conditions that could adversely affect the combined company or the expected benefits of the proposed transaction; failure to realize the anticipated benefits of the proposed transaction; risks related to the uncertainty of forecast financial information; the effects of competition on the future business of the combined company; our ability to attract and retain customers; market, financial, political and legal conditions; the impact of the COVID-19 pandemic or other global event on the combined company’s business and the global economy; our dependence on third-party lenders to provide the liquidity we need to fund our loans and our ability to access affordable third-party funding; errors in our internal forecasts; our level of indebtedness; our ability to integrate acquired businesses; the actions of regulators and the negative impact of those actions on our business; our ability to protect our proprietary technology and analytics and to track those of our competitors; disruption to our information technology systems that adversely affects our business operations; inefficient pricing of the credit risk of our potential or existing customers; inaccurate information provided by customers or third parties which could lead to errors in the assessment of customers’ qualifications to receive loans; improper disclosure of personal customer data; the failure of third parties who provide products, services or support to us; any failure of third-party lenders that we rely on to conduct our business in certain states; disruption of our relationships with banks and other third-party electronic payment solution providers; and other factors discussed in our filings with the Securities and Exchange Commission. These projections, estimates and assumptions may prove to be inaccurate in the future. These forward-looking statements are not guarantees of future performance and involve known and unknown risks and uncertainties that are difficult to predict with respect to timing, extent, likelihood and degree of occurrence. There may be additional risks not currently known to us or that we currently believe are not material 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 to predict actual future results. We undertake no obligation to update, change or clarify any forward-looking statement for any reason.

About CURO

CURO Group Holdings Corp. (NYSE: CURO) meets the changing needs of the financial consumer. In 1997, the company was founded in Riverside, California by three childhood friends from Wichita, Kansas to meet consumers’ growing need for short-term loans. Their success led to the opening of stores across the United States, later expanding to offer online loans and financial services in the United States and Canada and now expanding into a consumer lender full-spectrum through the point-of-sale/buy-now-pay-later channel. CURO combines its market expertise with fully integrated technology platforms, an omnichannel approach and advanced credit decision-making to deliver a range of credit products across all mediums. CURO operates under several brands, including Speedy Cash®, Rapid Cash®, Cash Money®, LendDirect®, Flexiti®, Avío Credit®, Opt+® and Revolve Finance®. With over 20 years of operating experience, CURO provides financial freedom to unprivileged consumers.

About Heights Finance

Headquartered in Greenville, SC, with offices and branches in Alabama, Georgia, Texas, Oklahoma, South Carolina, Wisconsin, Illinois, Missouri, Indiana, Kentucky and Tennessee, Heights Finance offers short- and long-term personal loans designed to help working Americans get the money they need fast. The company is a proud member of the American Financial Services Association (AFSA) and currently has a 4.9 rating on Trustpilot.

For more information, visit https://www.heightsfinance.com/.

(CURO-NWS)