/NOT FOR DISTRIBUTION TO UNITED STATES NEWS WIRE SERVICES OR FOR
DISSEMINATION IN THE UNITED
STATES/
TORONTO, Oct. 3, 2024
/CNW/ - Propel Holdings Inc.
("Propel" or the "Company") (TSX:
PRL) the fintech facilitating access to credit for underserved
consumers, today announced that it has closed its previously
announced bought deal offering of 4,186,000 subscription receipts
of the Company ("Subscription Receipts") (including 546,000
Subscription Receipts issued pursuant to the exercise in full by
the syndicate of Underwriters (defined below) of their
over-allotment option granted by the Company), at a price of
C$27.50 per Subscription Receipt, for
gross aggregate proceeds of C$115,115,000 (the
"Offering"). The Subscription Receipts issued pursuant to
the Offering will trade on the Toronto Stock Exchange under the
ticker symbol PRL.R.
The net proceeds from the Offering will be used to fund the
purchase price of the previously announced acquisition of
Stagemount Limited (dba "QuidMarket"), a leading digital
UK-based fintech lender specializing in credit for underserved
consumers (the "Acquisition"). The balance of net proceeds
will be used for working capital and general corporate purposes.
The underwriting syndicate was co-led by Canaccord Genuity Corp.
and Scotia Capital Inc. and includes Eight Capital, Raymond James
Ltd., INFOR Financial Inc., Roth Canada, Inc. and Ventum Financial
Corp. (collectively, the "Underwriters"). The proceeds from
the sale of the Subscription Receipts will be held by an escrow
agent pending the fulfillment or waiver of all outstanding
conditions precedent to closing of the Acquisition (other than the
payment of the consideration for the Acquisition). There can be no
assurance that the applicable closing conditions will be met or
that the Acquisition will be consummated.
Upon the closing of the Acquisition: (a) one common share will
be automatically issued in exchange for each Subscription Receipt
(subject to customary anti-dilution protection), without payment of
additional consideration or further action by the holder thereof;
and (b) an amount per Subscription Receipt equal to the per-share
cash dividends declared by the Company on the common shares to
holders of record on a date during the period that the Subscription
Receipts are outstanding, net of any applicable withholding taxes,
will become payable in respect of each Subscription Receipt.
If the Acquisition is not completed as described above by
March 26, 2025 or if the Acquisition
is terminated at an earlier time, the gross proceeds of the
Offering and pro rata entitlement to interest earned or deemed to
be earned on the gross proceeds of the Offering, net of any
applicable taxes, will be paid to holders of the Subscription
Receipts, and the Subscription Receipts will be cancelled. The
Acquisition is expected to close in the fourth quarter of 2024 or
the first quarter of 2025, subject to customary closing conditions
and regulatory approvals.
The Subscription Receipts have not been registered under the
United States Securities Act of 1933, as amended, or under any
state securities laws, and may not be offered, sold or indirectly,
or delivered within the United States of
America and its territories and possessions or to, or for
the account or benefit of, U.S. persons except in certain
transactions exempt from the registration requirements of such Act.
This release does not constitute an offer to sell or a solicitation
to buy such securities in the United
States.
About Propel
Propel Holdings (TSX: PRL) is the fintech company building a new
world of financial opportunity for consumers, partners, and
investors. Propel's operating brands — Fora Credit, CreditFresh and
MoneyKey — and our Lending-as-a-Service product line facilitate
access to credit for consumers underserved by traditional financial
institutions. Through its AI-powered platform, Propel evaluates
customers in a more comprehensive way than traditional credit
scores can. The result is better products and an expanded credit
market for consumers while creating sustainable, profitable growth
for Propel. Our revolutionary fintech platform has already helped
consumers access over one million loans and lines of credit and
over one billion dollars in credit.
At Propel, we are here to change the way customers, partners and
investors succeed together. Learn more at
www.propelholdings.com.
(www.foracredit.ca, www.creditfresh.com, www.moneykey.com)
Forward Looking Statements
This press release contains certain forward-looking statements
that may constitute "forward-looking statements" within the meaning
of applicable Canadian securities legislation that are based on
Propel's current expectations, estimates, projections and
assumptions in light of its experience and its perception of
historical trends. In particular, this press release contains
forward-looking statements pertaining to the closing of the
Offering and the use of the net proceeds from the Offering. Often
but not always, forward-looking statements can be identified by the
use of forward-looking terminology such as "may", "will", "expect",
"believe", "intend", "estimate", "continue", "anticipate" or the
negative of these terms or variations of them or similar
terminology suggesting future outcomes, events or performance. The
forward-looking statements in this press release reflect
management's current beliefs and are based on information currently
available to management, and are based on certain assumptions that
Propel has made in respect thereof as at the date of this press
release regarding, among other things: the satisfaction of the
conditions to closing of the Acquisition and the Offering in a
timely manner, including receipt of all necessary approvals; that
both the Acquisition and the Offering will be completed on terms
consistent with management's current expectations; that Propel has
and will have available capital to fund the Acquisition and its
capital expenditures, among other things; the success of Propel's
operations; the ability of Propel to maintain current credit
ratings; the availability of capital to fund the Acquisition and
future capital requirements relating to existing assets and
projects; future operating costs, including costs associated with
regulatory compliance in the UK; that all required regulatory
approvals can be obtained on the necessary terms in a timely
manner; prevailing regulatory and tax laws and regulations;
maintenance of operating margins; and certain other assumptions in
respect of Propel's forward-looking statements detailed in Propel's
Annual Information Form for the year ended December 31, 2023 (the "AIF"),
Management's Discussion and Analysis for the years ended
December 31, 2023 and 2022 (the
"Annual MD&A") and Management's Discussion and
Analysis for the three and six months ended June 30, 2024 (the "Interim MD&A") and
from time to time in Propel's public disclosure documents available
at www.sedarplus.ca and through Propel's website at
www.propelholdings.com.
Although Propel believes the expectations and material factors
and assumptions reflected in these forward-looking statements are
reasonable as of the date hereof, there can be no assurance that
these expectations, factors and assumptions will prove to be
correct. These forward-looking statements are not guarantees of
future performance and are subject to a number of known and unknown
risks and uncertainties that could cause actual events or results
to differ materially, including, but not limited to: the ability of
Propel and QuidMarket to receive all necessary regulatory approvals
and satisfy all other necessary conditions to closing of the
Acquisition on a timely basis or at all; the failure to realize the
anticipated benefits and synergies of the Acquisition following
completion thereof due to integration or other issues; an inability
to complete the Offering or other necessary financings in respect
of the Acquisition in accordance with management's current
expectations or at all; the highly competitive nature of the
industry in which Propel operates and the related impact of
competitive entities and pricing; reliance on third parties to
successfully operate and maintain certain assets; non-performance
or default by counterparties to agreements with Propel or one or
more of its affiliates; actions taken by governmental or regulatory
authorities and costs associated therewith; fluctuations in
operating results; adverse general economic and market conditions
in Canada, The US, the
United Kingdom and worldwide; the
ability of Propel to access various sources of debt and equity
capital on acceptable terms; changes in credit ratings;
counterparty credit risk; and certain other risks and uncertainties
detailed in the AIF, Annual MD&A, Interim MD&A, the
Prospectus Supplement and from time to time in Propel's public
disclosure documents available at www.sedarplus.ca and through
Propel's website at www.propelholdings.com. This list of risk
factors should not be construed as exhaustive and readers should
not place undue reliance on the Company's forward-looking
statements. As a result of the foregoing and other factors, no
assurance can be given as to any such future results, levels of
activity or achievements and neither the Company nor any other
person assumes responsibility for the accuracy and completeness of
these forward-looking statements. The factors underlying current
expectations are dynamic and subject to change. Propel does not
undertake any obligation to publicly update or revise any
forward-looking statements or information contained herein, except
as required by applicable laws. The forward-looking statements
contained in this press release are expressly qualified by this
cautionary statement.
SOURCE Propel Holdings Inc.