Lendmark Financial Services Announces Cash Tender Offer for 5.875% Senior Notes due 2026

LAWRENCEVILLE, Ga., June 23, 2025 /PRNewswire/ -- Lendmark Financial Services, LLC ("Lendmark Financial Services") announced today that its indirect parent, LFS TopCo LLC (the "Issuer"), has commenced a cash tender offer (the "Tender Offer") to purchase any and all of the outstanding senior notes (the "Notes") listed in the following table upon the terms and conditions described in the offer to purchase, dated June 23, 2025 (the "Offer to Purchase"), and its accompanying notice of guaranteed delivery (the "Notice of Guaranteed Delivery").

⁽¹⁾  No representation is made as to the correctness or accuracy of the CUSIP numbers listed in this press release or printed on the Notes. They are provided solely for the convenience of holders of the Notes.

⁽²⁾ In addition to the Purchase Price, holders of the Notes will also receive in cash an amount equal to accrued and unpaid interest on the Notes from the last interest payment date up to, but not including, the initial date of payment of the Purchase Price for the Notes.

The Tender Offer is being made pursuant to the terms and conditions contained in the Offer to Purchase and Notice of Guaranteed Delivery, copies of which may be obtained from Global Bondholder Services Corporation, the tender agent and information agent for the Tender Offer, by emailing [email protected] or by calling (855) 654-2014 or, for banks and brokers, (212) 430-3774.  Copies of the Offer to Purchase and Notice of Guaranteed Delivery are also available at the following web address: https://www.gbsc-usa.com/lendmark.

The Tender Offer will expire at 5:00 p.m., New York City time, on June 30, 2025 unless extended or earlier terminated (such time and date, as the same may be extended, the "Expiration Time").  Tendered Notes may be withdrawn at any time before the Expiration Time.  Guaranteed deliveries will expire at 5:00 p.m., New York City time, on the second business day following the Expiration Time.  Holders of Notes must validly tender and not validly withdraw their Notes (or comply with the procedures for guaranteed delivery) before the Expiration Time to be eligible to receive the consideration for their Notes. Tendered Notes may be withdrawn at any time prior to the Expiration Time.

Settlement for Notes tendered prior to the Expiration Time and accepted for purchase will occur promptly after the Expiration Time, which is expected to be July 3, 2025, assuming that the Tender Offer is not extended or earlier terminated.  The settlement date for any Notes tendered pursuant to a Notice of Guaranteed Delivery is expected to also be on July 3, 2025, subject to the same assumption.

Additionally, the Issuer intends, but is not obligated, to call for redemption on or about October 15, 2025 any Notes that are not tendered in the Tender Offer, at the then applicable redemption price of 100.000% of the principal amount, plus accrued and unpaid interest to, but not including, the redemption date, and to satisfy and discharge the Issuer's remaining obligations under the Notes and the indenture governing the Notes by irrevocably depositing with the Trustee on the Settlement Date cash and/or U.S. government securities sufficient to pay the redemption price.  However, there can be no assurance that any Notes will be redeemed or that the Issuer will satisfy and discharge its remaining obligations under the Notes and the indenture governing the Notes.

The Tender Offer is conditioned upon the satisfaction of certain conditions, including the consummation of a contemporaneous offering (the "Notes Offering") of new notes (the "New Notes") by the Issuer, on terms and conditions (including, but not limited to, the amount of proceeds raised in such Notes Offering) satisfactory to the Issuer.  The Tender Offer is not conditioned upon any minimum amount of Notes being tendered.  The Tender Offer may be amended, extended, terminated or withdrawn.  The Issuer expects to pay for the Notes purchased in the Tender Offer with proceeds from the Notes Offering.

When considering any potential allocation of notes in the Notes Offering, the Issuer intends, but is not obligated, to give some degree of preference to those investors who, prior to such allocation, have validly tendered, or have indicated to the Issuer or the Dealer Managers their firm intention to tender Notes in the Tender Offer. When determining allocations of the notes in the Notes Offering, the Issuer intends to give some degree of preference to such investors. However, the Issuer will consider various factors in making allocation decisions and is not obliged to allocate any notes in the Notes Offering to an investor who has validly tendered or indicated to the Issuer or the Dealer Managers a firm intention to tender any Notes it holds pursuant to the Tender Offer and if allocated, the allocated amount may be more or less than the amount tendered and accepted to purchase.

The Issuer has retained BMO Capital Markets and Citigroup Global Markets Inc. to serve as the Dealer Managers for the Tender Offer. Questions regarding the terms of the Tender Offer may be directed to BMO Capital Markets at +1 (212) 702-1840 (collect), +1 (833) 418-0762 (toll-free) or [email protected] or Citigroup Global Markets Inc. at +1 (212) 723-6106 (collect) or +1 (800) 558-3745 (toll-free).

This press release is neither an offer to purchase nor a solicitation of an offer to sell any Notes in the Tender Offer and does not constitute a notice of redemption for the Notes.  The New Notes and the guarantees in respect thereof have not been and will not be registered under the Securities Act or the securities laws of any other jurisdiction. The New Notes may not be offered in the United States absent registration or an exemption from registration. This press release does not constitute an offer to sell or the solicitation of an offer to buy any New Notes. Any investment decision to purchase any New Notes should be made solely on the basis of information contained in the offering memorandum to be prepared in connection with the issue and offering of the New Notes, which will include the final terms of the New Notes, and no reliance is to be placed on any information other than that contained in the offering memorandum. Subject to compliance with applicable securities laws and regulations, the offering memorandum will be available to those reasonably believed to be qualified institutional buyers from the Dealer Managers on request.

About Lendmark Financial Services

Lendmark Financial Services provides personal and household credit and loan solutions to consumers. Founded in 1996, Lendmark Financial Services strives to be the lender, employer, and partner of choice by offering stability and helping consumers meet both planned and unplanned life events through affordable loan offerings. Today, Lendmark Financial Services operates more than 520 branches in 22 states across the country, providing personalized services to customers and retail business partners with every transaction. Lendmark Financial Services is headquartered in Lawrenceville, GA. For more information, visit www.lendmarkfinancial.com.

Cautionary Note Regarding Forward-Looking Statements

This press release contains "forward-looking statements."  All statements, other than statements of historical fact, included in this press release regarding Lendmark Financial Services' strategy, future operations, financial position, prospects, plans and objectives of management are forward-looking statements. When used in this press release, the words "can," "could," "should," "will," "plan," "believe," "anticipate," "intend," "estimate," "expect," "project" and similar expressions are intended to identify forward-looking statements, although not all forward-looking statements contain such identifying words.  Without limiting the generality of the foregoing, forward-looking statements contained in this press release specifically include statements regarding the timing and outcome of the Tender Offer, the Issuer's intention to redeem any notes not tendered and the timing thereof and completion and timing of the Notes Offering and the use of proceeds therefrom.  These forward-looking statements are based on our current expectations and assumptions about future events and are based on currently available information as to the outcome and timing of future events.  Forward-looking statements are subject to known and unknown risks, uncertainties and other factors that may cause actual results to differ materially from those contained in forward-looking statements, there may be other factors that cause results not to be as anticipated, estimated or intended.  There can be no assurance that such statements will prove to be accurate, as actual results and future events could differ materially from those anticipated in such statements.  Accordingly, readers should not place undue reliance on forward-looking statements.  Any forward-looking statement applies only as of the date on which such statement is made, and Lendmark Financial Services does not intend to correct or update any forward-looking statement, whether as a result of new information, future events or otherwise, except as required by applicable law.

SOURCE Lendmark Financial Services, LLC