CNG Holdings, Inc. Commences Cash Tender Offers and Related Consent Solicitations for its Outstanding Notes

CINCINNATI, April 17, 2012 /PRNewswire/ -- CNG Holdings, Inc. (the "Company") today announced that it has commenced cash tender offers and consent solicitations with respect to any and all of the $200,000,000 aggregate outstanding principal amount of its 12.25% Senior Secured Notes due 2015 (the "12.25% Notes") and any and all of the $60,000,000 aggregate outstanding principal amount of its 13.75% Senior Subordinated Notes due 2015 (the "13.75% Notes" and together with the 12.25% Notes, the "Notes"). In conjunction with the tender offers, the Company is soliciting noteholder consents to authorize the elimination of most of the restrictive covenants and certain of the events of default contained in the indentures governing the Notes (the "Proposed Amendments"). Holders may not tender their Notes without delivering their consents to the Proposed Amendments and may not deliver consents to the Proposed Amendments without tendering their Notes.

The tender offers and consent solicitations are being made upon the terms and conditions set forth in the Offer to Purchase and Consent Solicitation Statement and related Consent and Letter of Transmittal dated April 17, 2012. The tender offer is scheduled to expire at 11:59 p.m., New York City time, on May 14, 2012, unless extended by the Company or earlier terminated (the "Expiration Date"). 

Noteholders who provide consents to the proposed amendments will receive a consent payment of $20.00 per $1,000.00 principal amount of Notes tendered and accepted for purchase pursuant to the offer if they provide their consents prior to 5:00 p.m., New York City time, on April 30, 2012, unless such date is extended (the "Consent Date"). The total consideration to be paid for each $1,000.00 principal amount of the 12.25% Notes validly tendered and not validly withdrawn before the Consent Date will be $1,093.00, which includes the $20.00 consent payment. The total consideration to be paid for each $1,000.00 principal amount of the 13.75% Notes validly tendered and not validly withdrawn before the Consent Date will be $1,178.30, which includes the $20.00 consent payment. Noteholders tendering after the Consent Date and prior to the Expiration Date will be eligible to receive only $1,073.00 per $1,000.00 principal amount of 12.25% Notes that are validly tendered and not validly withdrawn and only $1,158.30 per $1,000.00 principal amount of 13.75% Notes that are validly tendered and not validly withdrawn. The Company will pay the consideration for Notes validly tendered and accepted for purchase, as well as accrued and unpaid interest up to, but not including, the payment date. 

The Company reserves the right, at any time or times following the Consent Date but prior to the Expiration Date, to accept for purchase all of the 12.25% Notes and/or the 13.75% Notes (each such time, the "Early Acceptance Time") validly tendered prior to the Early Acceptance Time. If the Company exercises this option, it will pay the consideration (including, in the case of Notes tendered prior to the Consent Date, the $20.00 consent payment) for the 12.25% Notes and/or the 13.75% Notes, as applicable, accepted for purchase at the Early Acceptance Time on a date promptly following the Early Acceptance Time. 

The Company's obligations to accept for purchase and to pay for Notes in the tender offer is conditioned on, among other things, (i) the receipt by the Company of net proceeds from the incurrence of new indebtedness on terms acceptable to the Company in an amount sufficient to fund the tender offers and consent solicitations and related fees and expenses and (ii) the receipt of consents of holders of at least a majority of the outstanding principal amount of each of the 12.25% Notes and the 13.75% Notes to the Proposed Amendments.  Holders of 54.0% of the outstanding aggregate principal amount of the 12.25% Notes have agreed to tender all of the 12.25% Notes owned by them or any of their affiliates and in connection therewith agreed to provide Consents with respect to such Notes. Holders of 77.9% of the outstanding aggregate principal amount of the 13.75% Notes have agreed to tender all of the 13.75% Notes owned by them or any of their affiliates and in connection therewith agreed to provide Consents with respect to such Notes. 

The Company has retained Credit Suisse Securities (USA) LLC to serve as the dealer manager and solicitation agent for the tender offers and consent solicitations. The tender agent and information agent for the tender offers and consent solicitations is D.F. King & Co., Inc.  Requests for documents may be directed to D.F. King & Co., Inc. at (888) 628-9011 or (212) 269-5550. Questions regarding the tender offers and consent solicitations may be directed to Credit Suisse Securities (USA) LLC at (800) 820-1653 or (212) 538-1862.

This press release is for informational purposes only and is not an offer to purchase, a solicitation of an offer to sell or a solicitation of consents with respect to any securities. The tender offers and consent solicitations are being made solely by the Offer to Purchase and Consent Solicitation Statement and related Letter of Transmittal dated April 17, 2011.  None of the Company, the dealer manager and the solicitation agent, the tender agent and 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 offers or deliver their consents in the consent solicitations.

CNG Holdings, Inc. is a privately-held international financial services company focused on serving underbanked consumers. The Company provides payday loans, installment loans, check cashing, foreign currency exchange, new and used retail goods, money orders, money transfers, automobile title loans, pawn-broking, and other financial products and services. The Company operates in U.S. retail locations under the Check 'n Go® brand and in the U.K. under the Cheque Centre® and Cash Generator® brands. CNG Holdings, Inc. also has a significant internet presence through Check 'n Go Online and related sites.

This press release includes "forward-looking statements" as defined by the Securities and Exchange Commission. Such statements include, but are not limited to, those concerning the contemplated transaction and strategic plans, expectations and objectives for future events and operations. All statements, other than statements of historical facts, included in this press release that address activities, events or developments that CNG Holdings, Inc. expects, believes or anticipates will or may occur in the future are forward-looking statements. These statements are based on certain assumptions made by CNG Holdings, Inc. based on its experience and perception of historical trends, current conditions, expected future developments and other factors it believes are appropriate in the circumstances. 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 a number of risks and uncertainties, many of which are beyond the control of CNG Holdings, Inc. Many factors could affect the forward-looking statements made by CNG Holdings, Inc., including, among others, the completion of the tender offer and the receipt of consents to approve the Proposed Amendments to the applicable indentures governing the Notes.  New risk factors can also emerge from time to time.  It is not possible for CNG Holdings, Inc. 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.  CNG Holdings, Inc. will not update forward-looking statements, even if our situation changes in the future, except as required by federal securities law. Investors are cautioned that any such statements are not guarantees of future performance.

SOURCE CNG Holdings, Inc.