DFC Global Corp said Wednesday that it has agreed to be acquired by Lone Star Funds for approximately $1.3 billion. According to terms of the agreement, DFC Global shareholders will receive $9.50 in cash for each share of DFC common stock they own. The deal is expected to be completed in the third quarter of 2014. Houlihan Lokey Capital advised DFC Global on the transaction while Jefferies was the lead financial advisor to Lone Star Funds. Jefferies Finance and Credit Suisse are providing debt financing for the acquisition. DFC Global Corp. is a provider of alternative financial services.
BERWYN, Pa.–(BUSINESS WIRE)–DFC Global Corp. (NASDAQ:DLLR) (“DFC Global” or “The Company”), a leading international diversified financial services company serving primarily unbanked and under-banked consumers for over 30 years, today announced that it has entered into a definitive agreement to be acquired by an affiliate of Lone Star Funds (“Lone Star”) in a transaction, including the assumption of net debt, valued at approximately $1.3 billion. Upon completion of the transaction, DFC Global will become a privately held company.
Under the terms of the agreement, DFC Global stockholders will receive $9.50 in cash for each share of DFC Global’s common stock they own. This represents a premium of approximately 5.8% to DFC Global’s closing stock price on April 1, 2014, and a premium of 12.3% to DFC Global’s 30-day volume weighted average stock price for the period ended April 1, 2014. The agreement was unanimously approved by DFC Global’s Board of Directors.
“We are pleased to have reached this agreement, which delivers immediate cash value to our stockholders,” said Jeff Weiss, DFC Global’s Chairman and Chief Executive Officer. “Lone Star Funds is a sophisticated investor with broad-based financial and retail expertise, and we look forward to taking advantage of enhanced financial flexibility to find new ways to build our business while continuing to meet and exceed the needs of our global customer base.”
The transaction is subject to customary closing conditions, including receipt of stockholder approval and certain approvals from both U.S. and foreign regulators. Competition-related approval requirements are expected to be limited in number. The acquisition requires the affirmative vote of the holders of a majority of the outstanding shares of the Company’s stock, which will be sought at a special meeting of stockholders. The transaction is expected to close in the third calendar quarter of 2014.
In a separate press release issued today, the Company also today announced new ranges of fiscal year 2014 guidance. The new fiscal year 2014 guidance ranges reflect principally the revenue and expense effects of the transition in the U.K. to a new regulatory environment, including the Handbook of Rules and Guidance published on February 28, 2014 by the Financial Conduct Authority (FCA), which became the principal regulator of the Company’s consumer credit sector effective April 1, 2014. The new ranges also consider continued unfavorable trends in the value of the Canadian dollar with respect to the U.S. currency, in addition to the decrease in gold commodity prices.
Houlihan Lokey Capital, Inc. is acting as financial advisor to DFC Global in connection with the transaction. Pepper Hamilton LLP is acting as DFC Global’s legal advisor. Jefferies LLC is acting as lead financial advisor to Lone Star Funds and Credit Suisse Securities (USA), LLC is acting as financial advisor. Jefferies Finance LLC and Credit Suisse AG are providing debt financing commitments for the acquisition. Gibson, Dunn & Crutcher LLP is acting as legal counsel to Lone Star Funds.
About DFC Global Corp.
DFC Global Corp. is a leading international non-bank provider of alternative financial services, principally unsecured short-term consumer loans, secured pawn loans, check cashing, gold buying, money transfers and reloadable prepaid debit cards, serving primarily unbanked and under-banked consumers through its approximately 1,500 current retail storefront locations and its multiple Internet platforms in ten countries across Europe and North America: the United Kingdom, Canada, the United States, Sweden, Finland, Poland, Spain, Romania, the Czech Republic and the Republic of Ireland. The Company’s networks of retail locations in the United Kingdom and Canada are the largest of their kind by revenue in each of those countries. For more information, please visit the Company’s website at www.dfcglobalcorp.com.
The Company believes that its customers, many of whom receive income on an irregular basis or from multiple employers, choose to conduct their personal financial business with the Company rather than with banks or other financial institutions due to the range and convenience of services that it offers, the multiple ways in which they may conduct business with the Company and its high-quality customer service. The Company’s products and services, principally its unsecured short-term consumer loans, secured pawn loans and check cashing and gold buying services, provide customers with convenient access to cash for living expenses and other needs. In addition to these core offerings, the Company strives to offer its customers additional high-value ancillary services, including Western Union® money orders and money transfers, reloadable VISA® and MasterCard® prepaid debit cards and foreign currency exchange.
About Lone Star Funds
Lone Star is a global private equity firm that invests in real estate, equity, credit, and other financial assets. Since the establishment of its first fund in 1995, Lone Star has organized twelve private equity funds with aggregate capital commitments totaling over $45 billion. The Funds are advised by Lone Star Global Acquisitions, Ltd. (LSGA), an investment adviser registered with the U.S. Securities and Exchange Commission. LSGA and its global subsidiaries advise the Funds from offices in North America, Western Europe and East Asia.