ACE Cash Express, Inc. Announces Expiration of Consent Payment Deadline and Receipt of Required Consents for Its 10.25% Senior Notes Due 2014

IRVING, Texas, Feb. 1, 2011 /PRNewswire/ -- ACE Cash Express, Inc. (the "Company") announced today that the consent payment deadline for the previously announced cash tender offer and consent solicitation for any and all of its outstanding 10.25% Senior Notes due 2014 (the "Notes") expired at 5:00 p.m., New York City time, on February 1, 2011 (the "Consent Payment Deadline").  Holders who validly tendered their Notes and delivered their consents at or prior to the Consent Payment Deadline and who did not withdraw their Notes prior to the withdrawal deadline will, if their Notes are accepted for purchase, receive the total consideration equal to $1,034.17 per $1,000 principal amount of Notes, which includes a consent payment of $50 per $1,000 principal amount of Notes, plus accrued and unpaid interest up to but not including the payment date.  

As of the Consent Payment Deadline, $174,000,000 aggregate principal amount of the Notes had been tendered and not validly withdrawn, representing approximately 99.4% of the aggregate outstanding principal amount of the Notes.

The Company also announced that it had received consents (coupled with tenders) from holders representing a majority in aggregate principal amount of Notes outstanding to adopt the proposed amendments to the Notes.  The Company has entered into a supplemental indenture effecting the proposed amendments, but the proposed amendments will not become operative until payment for the Notes has been made.    

The tender offer will expire at 12:00 midnight, New York City time, on February 9, 2011, unless extended or earlier terminated (the "Expiration Date"). Holders who have not already tendered their Notes may do so at any time at or prior to the Expiration Date.  If their Notes are accepted for purchase at or prior to the Expiration Date but after the Consent Payment Deadline, such holders will only be eligible to receive the tender offer consideration equal to $984.17 per $1,000 principal amount of Notes, plus accrued and unpaid interest up to but not including the payment date.

The Company is conducting the tender offer and consent solicitation in accordance with the terms and conditions described in its Offer to Purchase and Consent Solicitation Statement (the "Offer to Purchase") dated January 10, 2011.  The offer is conditioned upon, among other things, the receipt by the Company of aggregate proceeds of at least $350.0 million from a debt financing on terms satisfactory to the Company.  

Credit Suisse Securities (USA) LLC is acting as the Dealer Manager and Solicitation Agent for the tender offer and consent solicitation and D.F. King & Co., Inc. is acting as the Depositary and Information Agent.  Questions may be directed to the Dealer Manager at (800) 820-1653 (toll free) or (212) 325-5912 (collect).  Requests for documents should be directed to the Information Agent at (800) 967-4607 (toll free).

This news release is neither an offer to purchase nor a solicitation of an offer to sell the Notes.  The tender offer and consent solicitation are being made solely pursuant to the Offer to Purchase. Noteholders and investors should read carefully the Offer to Purchase because it contains important information, including the various terms of and conditions of the tender offer and consent solicitation.  None of the Company, the dealer manager and solicitation agent, the depositary, the information agent or their respective affiliates is making any recommendation as to whether or not holders should tender all or any portion of their Notes in the tender offer or deliver their consents in the consent solicitation. This news release does not constitute an offer to sell or a solicitation of an offer to buy any securities that may be sold pursuant to the proposed debt offering.

ABOUT ACE

ACE Cash Express, Inc. is a leading retailer of financial services focused on serving unbanked and underbanked consumers.  It is the largest owner and operator of check cashing stores in the United States and the second largest owner and operator of short-term consumer loan stores in the United States.  Its products and services include short-term consumer loans, check cashing, bill payments, prepaid debit cards, title loans, auto insurance, money transfers and money orders.

CAUTIONARY STATEMENT ON FORWARD-LOOKING STATEMENTS

This news release contains "forward-looking statements." You can identify forward-looking statements by the fact that these statements do not relate strictly to historical or current matters.  Rather, forward-looking statements include, but are not limited to, any statement that may predict, forecast, indicate or imply future results, performance, achievements or events.  Forward-looking statements may contain words such as "believe," "anticipate," "expect," "estimate," "intend," "project," "plan," "will," or words or phrases of similar meaning.  Because forward-looking statements reflect the Company's current views with respect to future events and are based on assumptions, these statements are inherently subject to risks and uncertainties.  Many factors could affect our forward-looking statements, including, among others, general economic and market conditions and the overall condition of retail financial services industry.  New risk factors can also emerge from time to time.  It is not possible for us to predict all of these risks, nor can we assess the extent to which any factor, or combination of factors, may cause actual results to differ from those contained in forward-looking statements.  Given these risks and uncertainties, actual future results may be materially different from what we plan or expect.  We will not update forward-looking statements, even if our situation changes in the future, except as required by federal securities laws.

SOURCE ACE Cash Express, Inc.