Encore Capital Group, Inc. Announces Proposed Senior Secured Floating Rate Notes Offering
09 Oktober 2023 - 2:08PM
Encore Capital Group, Inc. (Nasdaq: ECPG) (the
“
Company”) today announced its intention to offer,
subject to market and other conditions, €100.0 million aggregate
principal amount of its senior secured floating rate notes due 2028
(the “
notes”) in a private offering to qualified
institutional buyers pursuant to Rule 144A under the Securities Act
of 1933, as amended (the “
Securities Act”) and
outside the United States to non-U.S. persons (within the meaning
of Regulation S under the Securities Act).
The notes will be issued as "additional notes"
under the Company's existing notes indenture dated December 21,
2020, and will have the same terms as the Company's currently
outstanding senior secured floating rate notes due 2028. The Notes
will bear interest at a rate equal to the sum of (i) three-month
EURIBOR (subject to a 0% floor) plus (ii) 4.250% per annum, reset
quarterly. The Issuer will pay interest on the Notes quarterly in
arrears on January 15, April 15, July 15 and October 15 of
each year, commencing on January 15, 2024. The Notes will
mature on January 15, 2028. The notes will be senior secured
obligations of the Company, and will be fully and unconditionally
guaranteed on a senior secured basis by substantially all material
subsidiaries of the Company. The obligations of the Company and the
guarantors will be secured, together with the Company’s other
senior secured indebtedness, by substantially all of the assets of
the Company and the guarantors. The issue price of the notes will
be determined at the pricing of the offering.
The Company intends to use the proceeds from
this offering to repay drawings under its revolving credit
facility, and to pay certain transaction fees and expenses incurred
in connection with the offering of the notes.
The offer and sale of the notes have not been,
and will not be, registered under the Securities Act, and the notes
may not be offered or sold in the United States absent registration
or an applicable exemption from registration requirements. This
press release does not constitute an offer to sell, or the
solicitation of an offer to buy, the notes nor will there be any
sale of the notes in any state or other jurisdiction in which such
offer, sale or solicitation would be unlawful. Any offer of the
securities will be made only by means of a private offering
memorandum.
On a year-to-date basis through August 31, 2023
the Company's global cash collections performance compared to its
reported December 31, 2022 ERC forecast was generally in line with
the first half of the year. As of August 31, 2023, the Company's
leverage remained 2.8x.1
Forward-Looking StatementsThis
press release includes forward-looking statements, including
statements regarding the completion, timing and size of the
proposed offering, the intended use of the proceeds and the terms
of the notes being offered. Forward-looking statements represent
Encore’s current expectations regarding future events and are
subject to known and unknown risks and uncertainties that could
cause actual results to differ materially from those implied by the
forward-looking statements. Among those risks and uncertainties are
market conditions, including market interest rates, the trading
price and volatility of Encore’s common stock and risks relating to
Encore’s business, including those described in periodic reports
that Encore files from time to time with the U.S. Securities and
Exchange Commission. Encore may not consummate the proposed
offering described in this press release and, if the proposed
offering is consummated, cannot provide any assurances regarding
the final terms of the notes or its ability to effectively apply
the net proceeds as described above. The forward-looking statements
included in this press release speak only as of the date of this
press release, and Encore does not undertake to update the
statements included in this press release for subsequent
developments, except as may be required by law.
Contact InformationBruce
Thomas, Investor Relations(858)
309-6442bruce.thomas@encorecapital.com
_____________________
1 Leverage is the ratio of net debt to the sum of Adjusted
EBITDA and Collections Applied to Principal Balance for the
preceding 12 months.
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