TMX Finance LLC announces closing of offering of $450,000,000 11.125% Senior Secured Notes due 2023.
TMX Finance LLC (“TMX Finance” or the “Company”), a privately-owned consumer finance company focused primarily on automobile title lending, announced today the issuance and sale of $450 million of 11.125% Senior Secured Notes due 2023 (the “Notes”) through an institutional private placement (the “Offering”).
The Notes were issued by TMX Finance and its wholly-owned subsidiary, TitleMax Finance Corporation (together with TMX Finance, the “Issuers”) under an indenture (the “Indenture”) entered into on June 8, 2018 by and among the Issuers, certain of TMX Finance’s domestic subsidiaries, as guarantors (the “Guarantors”), and Wells Fargo National Association, as trustee. The Notes are fully and unconditionally guaranteed by the Guarantors.
TMX Finance intends to use the net proceeds of the Offering, together with cash on hand in an amount necessary, to redeem all of the Issuers’ currently outstanding 8½% Senior Secured Notes due 2018 (the “2018 Notes”) and to pay related fees and expenses. On May 16, 2018, the Issuers provided a notice of conditional full redemption of all of their outstanding 2018 Notes, which redemption will be consummated on June 15, 2018.
This announcement is neither an offer to sell nor a solicitation of an offer to buy the Notes or any other security. This announcement does not constitute a notice of redemption under the indenture governing the 2018 Notes or an offer to tender for, or purchase, any 2018 Notes or any other security.
The Notes have not been registered under the Securities Act of 1933, as amended (the “Securities Act”), or any state securities laws and are being offered only to qualified institutional buyers in reliance on Rule 144A under the Securities Act and to non-U.S. persons in offshore transactions in reliance on Regulation S. Unless so registered, the Notes may not be offered or sold in the United States or to U.S. persons except pursuant to an exemption from the registration requirements of the Securities Act and applicable state securities laws.
This press release contains forward-looking statements regarding TMX Finance’s application of the net Offering proceeds and the redemption of the outstanding 2018 Notes. These forward-looking statements involve a number of risks and uncertainties. Among the important factors that could cause actual results to differ materially from those results indicated in the forward-looking statements include uncertainties relating to the securities of consumer finance companies and for TMX Finance in particular.