CONN'S : , Inc. Announces Expiration of the Consent Solicitation for Its 7.250% Senior Notes Due 2022
October 30, 2015 at 06:18 am EDT
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October 30, 2015
THE WOODLANDS, Texas--(BUSINESS WIRE)--
Conn's, Inc. (NASDAQ:CONN) (the 'Company'), announced today the
expiration of its previously announced consent solicitation (the
'Solicitation') with respect to its outstanding 7.250% Senior Notes due
2022 (the 'Notes') upon the terms and subject to the conditions of the
Consent Solicitation Statement dated as of October 23, 2015. The consent
solicitation expired at 5:00 p.m., New York City time, on October 29,
2015 (the 'Expiration Time').
The Notes are governed by the Indenture, dated as of July 1, 2014 (as
supplemented or amended, the 'Indenture'), by and among the Company, as
issuer, certain subsidiary guarantors party thereto and US Bank National
Association, as trustee. The purpose of the Solicitation was to amend
certain provisions of the Indenture, that, if such amendments were
adopted in full, would:
(1) Change the restricted payments provisions under the Indenture by
(a) amending, from May 1, 2014 to November 1, 2015, the beginning of the
accounting period from which consolidated net income is calculated for
purposes of determining the size of the 'builder basket' or 'restricted
payment basket' exception to the restricted payments limitation and
(b) increasing, from $75.0 million to $375.0 million, the dollar
threshold exception to the restricted payments limitation (the 'Part I
Amendments'); and
(2) Amend, from July 15, 2017 to July 15, 2018, the earliest date the
Company may redeem Notes without (a) paying a make-whole premium or
(b) being limited to redeeming not more than 35% of the original
aggregate principal amount of Notes with the proceeds from an equity
offering (the 'Part II Amendments').
Adoption of the Part I Amendments required the receipt of valid consents
from a majority in principal amount of the outstanding Notes. At the
Expiration Time, the Company had received valid consents (that were not
revoked) to the Part I Amendments from holders of 98.78% of the
aggregate principal amount of outstanding Notes. As such, sufficient
consents were received to approve the Part I Amendments.
Adoption of the Part II Consents required the adoption of the Part I
Amendments and the receipt of valid consents from all holders of the
outstanding Notes. Consents to the Part II Amendments from holders of
97.53% of the outstanding Notes were validly delivered and not revoked
at the Expiration Time. The Part II Amendments were not approved.
D. F. King & Co., Inc. served as Information Agent and Tabulation Agent.
About Conn's, Inc.
Conn's is a specialty retailer currently operating approximately 100
retail locations in Arizona, Colorado, Georgia, Louisiana, Mississippi,
Nevada, New Mexico, North Carolina, Oklahoma, South Carolina, Tennessee
and Texas. The Company's primary product categories include:
Furniture and mattress, including furniture and related accessories
for the living room, dining room and bedroom, as well as both
traditional and specialty mattresses;
Home appliance, including refrigerators, freezers, washers, dryers,
dishwashers and ranges;
Consumer electronics, including LCD, LED, 3-D and Ultra HD
televisions, Blu-ray players, home theater and portable audio
equipment; and
Home office, including computers, printers and accessories.
Additionally, Conn's offers a variety of products on a seasonal basis.
Unlike many of its competitors, Conn's provides flexible in-house credit
options for its customers in addition to third-party financing programs
and third-party rent-to-own payment plans.
This press release contains forward-looking statements within the
meaning of the Private Securities Litigation Reform Act of 1995 that
involve risks and uncertainties.
Such forward-looking statements
include information concerning the Company's future financial
performance, business strategy, plans, goals and objectives.
Statements
containing the words 'anticipate,' 'believe,' 'could,' 'estimate,'
'expect,' 'intend,' 'may,' 'plan,' 'project,' 'should,' or the negative
of such terms or other similar expressions are generally forward-looking
in nature and not historical facts.
Although we believe that the
expectations, opinions, projections, and comments reflected in these
forward-looking statements are reasonable, we can give no assurance that
such statements will prove to be correct, and actual results may differ
materially.
A wide variety of potential risks, uncertainties, and
other factors could materially affect the Company's ability to achieve
the results either expressed or implied by the Company's forward-looking
statements including, but not limited to: general economic conditions
impacting the Company's customers or potential customers; the Company's
ability to execute periodic securitizations of future originated loans
including the sale of any remaining residual equity on favorable terms;
the Company's ability to continue existing customer financing programs
or to offer new customer financing programs; changes in the delinquency
status of the Company's credit portfolio; unfavorable developments in
ongoing litigation; increased regulatory oversight; higher than
anticipated net charge-offs in the credit portfolio; the success of the
Company's planned opening of new stores; technological and market
developments and sales trends for the Company's major product offerings;
the Company's ability to protect against cyber-attacks or data security
breaches and to protect the integrity and security of individually
identifiable data of the Company's customers and employees; the
Company's ability to fund its operations, capital expenditures, debt
repayment and expansion from cash flows from operations, borrowings from
the Company's revolving credit facility, and proceeds from accessing
debt or equity markets; the ability to continue the Company's stock
repurchase program; and the other risks detailed in the Company's most
recent SEC reports, including but not limited to, the Company's Annual
Report on Form 10-K and the Company's Quarterly Reports on Form 10-Q and
Current Reports on Form 8-K.
If one or more of these or other
risks or uncertainties materialize (or the consequences of such a
development changes), or should our underlying assumptions prove
incorrect, actual outcomes may vary materially from those reflected in
our forward-looking statements.
You are cautioned not to place
undue reliance on these forward-looking statements, which speak only as
of the date of this press release.
We disclaim any intention or
obligation to update publicly or revise such statements, whether as a
result of new information, future events or otherwise.
All
forward-looking statements attributable to us, or to persons acting on
our behalf, are expressly qualified in their entirety by these
cautionary statements.
CONN-G
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Conn's, Inc. is a specialty retailer of home goods, including furniture and mattresses, appliances and consumer electronics. The Company offers branded durable consumer goods and related services in addition to proprietary credit solutions for its core credit-constrained consumers. The Company operates in two segments: retail and credit. The retail segment operates primarily through its stores and Website. The retail segment product offerings include furniture and mattresses, home appliances, consumer electronics and home office products from global brands across a wide range of price points. The credit segment offers financing solutions to a large, under-served population of credit-constrained consumers who typically have limited credit alternatives. Its appliances include refrigerators, washers and dryers, dishwashers, cooktops, ranges, wall ovens, microwaves, vacuum cleaners, range hoods, parts and accessories, and air conditioners.
CONN'S, INC. 
