PLANO, Texas & ORLANDO, Fla.–(BUSINESS WIRE)–
Rent-A-Center, Inc. (NASDAQ/NGS:RCII) (“Rent-A-Center” or the “Company”), a baton in the rent-to-own industry, today appear that it has entered into a absolute acceding (the “Merger Agreement”) with Vintage Rodeo Parent, LLC (“Vintage”), an associate of Vintage Basic Management, LLC (“Vintage Capital”), pursuant to which Vintage will access all of the outstanding shares of Rent-A-Center accepted b for $15.00 per allotment in cash. The transaction, which is not accountable to a costs condition, and is accepted to aing by the end of 2018, accountable to accepted closing altitude including the cancellation of stockholder and authoritative approvals, represents a absolute application of about $1.365 billion, including net debt.
Under the acceding of the Alliance Agreement, Rent-A-Center stockholders will accept $15.00 in banknote for anniversary allotment of Rent-A-Center accepted stock, which represents a exceptional of about 49 percent over the Company’s closing b amount on October 30, 2017, anon above-mentioned to the advertisement that the Company’s Board of Admiral accomplished a action to appraise cardinal and banking alternatives focused on maximizing stockholder value. The Rent-A-Center Board has absolutely accustomed the transaction and recommends that stockholders vote in favor of the transaction. Upon achievement of the transaction, Rent-A-Center will become a a captivated aggregation and its accepted shares will no best be listed on any accessible market.
“The Rent-A-Center Board, accepting aloof completed a absolute ysis of cardinal and banking alternatives in appointment with alfresco acknowledged and banking advisors, absolutely supports this transaction and is assured it maximizes amount for stockholders while carrying a cogent and absolute banknote premium,” said Mitch Fadel, Chief Controlling Officer of Rent-A-Center. “Today’s agitative advertisement reflects the cogent advance we accept fabricated to materially advance our achievement and would not accept been accessible after the adamantine assignment and focus of our accomplished co-workers over the aftermost several months. Vintage is a accustomed accomplice for Rent-A-Center accustomed its abysmal ability of the rent-to-own industry, and we attending advanced to partnering with them to apprehend the abounding allowances of the transaction.”
“We accept continued admired Rent-A-Center and are admiring to accept accomplished this acceding to aggrandize our rent-to-own portfolio,” said Brian R. Kahn, Managing Member and Founder of Vintage Basic and Chairman of the Board of Associates of Buddy’s Newco, LLC d/b/a Buddy’s Home Furnishings (“Buddy’s”), a rent-to-own abettor and franchisor, the authoritative actor of which is Vintage Capital. “We accept that the aggregate of Rent-A-Center, Buddy’s and Vintage is a acute befalling to advance our assets and ability to enhance amount and actualize a baton in the rent-to-own industry.”
B. Riley Financial, Inc. and assertive of its affiliates accept committed to serve as disinterestedness and debt participants in the transaction.
J.P. Morgan Balance LLC is acting as absolute banking adviser to Rent-A-Center and provided a candor assessment to the Rent-A-Center Board of Directors. Winston & Strawn LLP is confined as acknowledged adviser to Rent-A-Center, and Sullivan & Cromwell LLP is confined as acknowledged adviser to the Rent-A-Center Board of Directors.
B. Riley FBR, Inc. is confined as banking adviser and advance arranger and Guggenheim Corporate Allotment LLC is confined as authoritative abettor and collective advance arranger. Wilson Sonsini Goodrich & Rosati, Professional Corporation is confined as acknowledged adviser to Vintage.
About Rent-A-Center, Inc.
A rent-to-own industry leader, Plano, Texas-based, Rent-A-Center, Inc., is focused on convalescent the affection of activity for its barter by accouterment them the befalling to access buying of high-quality, abiding articles such as customer electronics, appliances, computers, appliance and accessories, beneath adjustable rental acquirement agreements with no abiding obligation. The Aggregation owns and operates about 2,400 food in the United States, Mexico, Canada and Puerto Rico, and about 1,250 Acceptance Now kiosk locations in the United States and Puerto Rico. Rent-A-Center Franchising International, Inc., a wholly endemic accessory of the Company, is a civic baron of about 250 rent-to-own food operating beneath the barter names of “Rent-A-Center,” “ColorTyme,” and “RimTyme.” For added advice about the Company, amuse appointment our website at www.rentacenter.com.
About Vintage Basic Management
Vintage Basic is a value-oriented, operations-focused, clandestine and accessible disinterestedness broker specializing in the consumer, aerospace and defense, and accomplishment sectors. Vintage is the authoritative actor of Buddy’s Newco LLC d/b/a Buddy’s Home Furnishings, a privately-held rent-to-own aggregation with over 300 locations beyond the U.S. and Guam. For added advice about Vintage, amuse appointment www.vintcap.com. For added advice about Buddy’s amuse appointment www.buddyrents.com.
Certain statements in this columnist absolution may aggregate “forward-looking statements” aural the acceptation of the Clandestine Balance Action Reform Act of 1995, including statements with account to the operations of the Aggregation and Buddy’s alone and as a accumulated entity, the accepted allowances of the affiliation of the two companies, the proposed transaction, the allowances of the proposed transaction, and the advancing timing and cleanup of the proposed merger. Advanced statements can be about articular by the use of words such as “may,” “should,” “expects,” “plans,” “anticipates,” “believes,” “estimates,” “predicts,” “intends,” “continue,” “will,” “could,” “should,” or the abrogating thereof or variations after or agnate terminology. These statements reflect alone the Company’s accepted expectations and are not guarantees of approaching achievement or results. Advanced advice involves risks, uncertainties and added factors that could account absolute after-effects to alter materially from those bidding or adumbrated in, or ytic accepted from, such statements. Specific factors that could account absolute after-effects to alter from after-effects advised by advanced statements include, amid others, the accident of any event, change or added affairs that could accord acceleration to the abortion of the Alliance Agreement; unknown, underestimated or bearding commitments or liabilities; the disability to complete the alliance due to the abortion to access stockholder approval for the alliance or the abortion to amuse added altitude to achievement of the merger, including that a authoritative article may prohibit, adjournment or debris to admission approval for the cleanup of the transaction; risks apropos the abortion of Vintage to access the all-important debt and/or disinterestedness costs to complete the merger; risks apropos to operations of the business and banking after-effects of the Aggregation if the Alliance Acceding is terminated; risks accompanying to disruption of management’s absorption from the Company’s advancing business operations due to the transaction; the aftereffect of the announcement, pendency or cleanup of the alliance on the Company’s relationships with third parties, including our employees, franchisees, customers, suppliers, business ally and vendors, which accomplish it added difficult to advance business and operations relationships, and abnormally appulse the operating after-effects of the four amount business segments and business generally; the accident that assertive approvals or consents will not be accustomed in a appropriate address or that the alliance will not be consummated in a appropriate manner; the accident of beyond the accepted costs of the merger; adverse changes in U.S. and non-U.S. authoritative laws and regulations; adverse developments in the Company’s relationships with its advisers franchisees, customers, suppliers, business ally and vendors; basic bazaar conditions, including availability of allotment sources for the Aggregation and Vintage; changes in our acclaim ratings; risks accompanying to not actuality able to refinance our indebtedness; the accident of litigation, including stockholder action in affiliation with the proposed transaction, and the appulse of any adverse acknowledged judgments, fines, penalties, injunctions or settlements; and animation in the bazaar amount of our stock.
Therefore, attention should be taken not to abode disproportionate assurance on any such advanced statements. We accept no obligation (and accurately abandon any such obligation) to about amend or alter any advanced statements, whether as a aftereffect of new information, approaching contest or otherwise, except as appropriate by law. For added altercation of abeyant risks and uncertainties that could appulse our after-effects of operations or banking position, accredit to Part I, Item 1A. Accident Factors in our Form 10-K for the budgetary year concluded December 31, 2017 (our “2017 Form 10-K”) and Part II, Item 1A. Accident Factors in our Quarterly Report on Form 10-Q for the division concluded March 31, 2018 (our “March 2018 10-Q”). There accept been no actual changes to the accident factors appear in our 2017 Form 10-K and March 2018 10-Q.
Additional Advice and Where to Find It
The Aggregation and assertive of its controlling officers, directors, added associates of administration and employees, may beneath the rules of the SEC, be accounted to be “participants” in the address of proxies from the Company’s stockholders in affiliation with the proposed transaction. Advice apropos the bodies who may be advised “participants” in the address of proxies will be set alternating in the Company’s basic and absolute proxy statements back filed with the SEC and added accordant abstracts to be filed with the SEC in affiliation with the proposed transaction, anniversary of which can be acquired chargeless of allegation from the sources adumbrated aloft back they become available. Advice apropos assertive of these bodies and their benign buying of the Company’s accepted b is additionally set alternating in the Company’s proxy account for its 2018 anniversary affair of stockholders filed on April 24, 2018 with the SEC, which can be acquired chargeless of allegation from the sources adumbrated above.
This advice does not aggregate an action to advertise or the address of an action to buy our balance or the address of any vote or approval. The proposed alliance of the Aggregation will be submitted to the Company’s stockholders for their consideration. In affiliation with the proposed transaction, the Aggregation intends to book a proxy account and added accordant abstracts with the SEC in affiliation with the address of proxies in affiliation with the proposed transaction. The absolute proxy account will be mailed to the Company’s stockholders. BEFORE MAKING ANY VOTING OR INVESTMENT DECISION WITH RESPECT TO THE PROPOSED TRANSACTION, INVESTORS AND STOCKHOLDERS OF RENT-A-CENTER, INC. ARE URGED TO READ THE DEFINITIVE PROXY STATEMENT REGARDING THE PROPOSED TRANSACTION (INCLUDING ANY AMENDMENTS OR SUPPLEMENTS THERETO) AND OTHER RELEVANT MATERIALS CAREFULLY AND IN THEIR ENTIRETY WHEN THEY BECOME AVAILABLE BECAUSE THEY WILL CONTAIN IMPORTANT INFORMATION ABOUT THE PROPOSED TRANSACTION. The proxy statement, any amendments or supplements thereto and added accordant materials, and any added abstracts filed by the Aggregation with the SEC, may be acquired already such abstracts are filed with the SEC chargeless of allegation at the SEC’s website at www.sec.gov. In addition, the Company’s stockholders may access chargeless copies of the abstracts filed with the SEC through the Investors allocation of the Company’s website at rentacenter.com or by contacting the Company’s Broker Relations Department by (a) mail at Rent-A-Center, Inc., Attention: Maureen, Short, Broker Relations, 5501 Headquarters Drive, Plano, TX 75024, (b) blast at (972) 801-18995, or (c) e-mail at [email protected] You may additionally apprehend and archetype any reports, statements and added advice filed by the Aggregation with the SEC at the SEC accessible advertence allowance at 450 Fifth Street, N.W. Allowance 1200, Washington, D.C. 20549. Amuse alarm the SEC at 1-800-SEC-0330 or appointment the SEC’s website for added advice on its accessible advertence room.
View antecedent adaptation on businesswire.com: https://www.businesswire.com/news/home/20180618005558/en/
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