ACE Cash Express, Inc. Announces Extension and Amendment of its Cash Tender Offer and Related Consent Solicitation for Outstanding Senior Notes

IRVING, Texas, Jan. 26, 2011 /PRNewswire/ -- ACE Cash Express, Inc. ("ACE") announced today that it has extended the consent payment deadline and expiration time and amended its previously announced cash tender offer and consent solicitation (the "Offer") in respect of its $175,000,000 aggregate principal amount of outstanding 10.25% senior notes due 2014 (the "Notes").  

ACE announced it has:

• amended the Offer to increase the tender offer consideration from $950 to $984.17 per $1,000 principal amount of Notes for Notes that are validly tendered (and not validly withdrawn) at or prior to the Expiration Time (as defined below);
• extended the consent payment deadline, which was scheduled to expire at 5:00 p.m., New York City time, on January 26, 2011, to 5:00 p.m., New York City time, on February 1, 2011 (the "Consent Payment Deadline"); and
• extended the Offer, which was scheduled to expire at 12:00 midnight, New York City time, on February 7, 2011, to 12:00 midnight, New York City time, on February 9, 2011 (the "Expiration Time").

Eligible holders who validly tender their Notes at or prior to the Consent Payment Deadline will be eligible to receive, if their Notes are accepted for purchase, the total consideration of $1,034.17 per $1,000 principal amount of Notes, which is an amount equal to the sum of the tender offer consideration plus the consent payment of $50 per $1,000 principal amount of Notes.  All holders that validly tender after the Consent Payment Deadline, but at or prior to the Expiration Time, will be eligible to receive, if their Notes are accepted for purchase, only the tender offer consideration of $984.17 per $1,000 principal amount of Notes. In addition, holders who validly tender Notes that are accepted for purchase will receive accrued and unpaid interest to, but not including, the applicable payment date.  All other terms, provisions and conditions of the Offer will remain in full force and effect.  

As of 5:00 p.m., New York City time, on January 26, 2011, approximately $57.9 million aggregate principal amount of the Notes had been validly tendered and not validly withdrawn, representing approximately 33% of the aggregate outstanding principal amount of the Notes.

The Offer is being made pursuant to the Offer to Purchase and Consent Solicitation Statement (as it may be amended or supplemented from time to time, the "Offer to Purchase"), dated January 10, 2011, and the related Letter of Transmittal and Consent (as it may be amended or supplemented from time to time, and together with the Offer to Purchase, the "Offer Documents").  

ACE also announced that, with respect to any Notes not validly tendered and accepted for payment in the Offer, it will not redeem any such Notes pursuant to the optional redemption provisions in the indenture governing the Notes prior to October 1, 2011.

Credit Suisse Securities (USA) LLC is acting as the Dealer Manager and Solicitation Agent for the Offer 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 does not constitute an offer to buy or the solicitation of an offer to sell the Notes.  The Offer is being made only pursuant to the Offer Documents.  Noteholders and investors should read carefully the Offer Documents because they contain important information, including the various terms of and conditions of the Offer.  None of ACE, 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.  

About ACE

ACE 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 ACE'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 ACE's forward-looking statements, including, among others, the completion of the tender offer and the receipt of the requisite consents to approve the proposed amendments to the indenture governing the Notes.  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.