2029 Notes Pricing
On July 30, 2024, Enova International, Inc. (the “Company”) priced its private offering of $500 million aggregate principal amount of senior notes due 2029 (the “Notes”), which was upsized from the previously announced $400 million aggregate principal amount. The Notes will be offered at a price of 100.000% of the principal amount thereof and will bear interest at 9.125% per annum. The Notes will be guaranteed, jointly and severally, on a senior unsecured basis by the Company’s existing and future domestic subsidiaries, subject to certain exceptions including for its securitization subsidiaries. The Notes and the related guarantees will be senior unsecured obligations of the Company and the guarantors.
The offering is expected to close on August 12, 2024, subject to customary closing conditions.
The Company intends to use the net proceeds from the offering for a concurrent tender offer for any and all of the Company’s outstanding senior notes due 2025 (the “2025 Notes”) and consent solicitation and a conditional notice of redemption for any 2025 Notes that remain outstanding following the consummation or termination of the concurrent tender offer and consent solicitation (the “2025 Notes Redemption”), to pay the related accrued interest, fees and expenses related to the offering of the Notes and incurred in connection with the tender offer and consent solicitation and the 2025 Notes Redemption, to repay outstanding indebtedness under the Company’s revolving credit facility, and for general corporate purposes. The Company’s tender offer for the 2025 Notes and the 2025 Notes Redemption are conditioned upon the consummation of the offering of the Notes described above.
The Notes and the related guarantees are being offered only to “qualified institutional buyers” pursuant to Rule 144A under the Securities Act of 1933, as amended (the “Securities Act”), and to certain persons outside of the United States in compliance with Regulation S under the Securities Act. The Notes and the related guarantees have not been registered under the Securities Act, or the securities laws of any state or other jurisdiction, and may not be offered or sold in the United States without registration or an applicable exemption from the Securities Act and applicable state securities or blue sky laws and foreign securities laws.
This Current Report on Form 8-K is issued for informational purposes only and shall not constitute an offer to sell or the solicitation of an offer to buy the Notes or any other securities. No offer, solicitation or sale of the Notes will be made in any jurisdiction in which the offer, solicitation or sale is unlawful. Any offers of the Notes will be made only by means of a private offering memorandum.
Cautionary Statement Regarding Forward Looking Statements
This Current Report on Form 8-K contains forward-looking statements within the meaning of the Private Securities Litigation Reform Act of 1995 about the business, financial condition and prospects of the Company. These forward-looking statements give current expectations or forecasts of future events and reflect the views and assumptions of the Company’s senior management with respect to the business, financial condition and prospects of the Company as of the date of this report and are not guarantees of future performance. The actual results of the Company could differ materially from those indicated by such forward-looking statements because of various risks and uncertainties applicable to the Company’s business, including, without limitation, those risks and uncertainties indicated in the Company’s filings with the Securities and Exchange Commission (“SEC”), including its annual report on Form 10-K, quarterly reports on Forms 10-Q and current reports on Forms 8-K. These risks and uncertainties are beyond the ability of the Company to control, and, in many cases, the Company cannot predict all of the risks and uncertainties that could cause its actual results to differ materially from those indicated by the forward-looking statements. When used in this report, the words “believes,” “estimates,” “plans,” “expects,” “anticipates” and similar expressions or variations as they relate to the Company or its management are intended to identify forward-looking statements. The Company cautions you not to put undue reliance on these statements. The Company disclaims any intention or obligation to update or revise any forward-looking statements after the date of this report.