B. Riley Financial, Inc. (NASDAQ:RILY), a diversified provider of
financial and business advisory services, today announced it has
agreed to provide financial support to Vintage Capital Management,
LLC (“Vintage Capital”) in its affiliate’s acquisition of
Rent-A-Center, Inc. (NASDAQ:RCII). Vintage Capital has agreed to
pay $15.00 per share in cash for each common share of
Rent-A-Center, which including the assumption of net debt,
represents a total transaction value of approximately $1.365
billion.
Vintage Capital, B. Riley Financial, its
subsidiary Great American Capital Partners, LLC, and affiliates of
Guggenheim Corporate Funding, LLC have issued commitments to
provide an aggregate principal amount of approximately $1.1 billion
in debt to finance the deal. Equity financing will be used to fund
the remaining portion of the purchase price. B. Riley FBR, Inc., a
leading full-service investment bank and wholly-owned subsidiary of
B. Riley Financial, is serving as financial advisor and lead
arranger on the deal.
“The ability to team up with strong managers
with a history of success utilizing both our balance sheet and
advisory capabilities is what is most exciting about this
transaction,” said Bryant Riley, Chairman and CEO of B. Riley
Financial. “We have worked with the Vintage Capital team for over
two decades and have seen firsthand their experience in the space.
We are excited to work with them and leverage the resources across
the B. Riley Financial platform. B. Riley will play multiple roles
in this investment, including significant involvement in the
equity, debt, and management company going forward.”
“The B. Riley team has been a true partner in
this transaction, and we are pleased to be pursuing it with them.
Having worked with the B. Riley team on multiple deals, I have a
great deal of respect for their willingness to think differently to
get deals done,” said Brian Kahn, Managing Partner and Founder of
Vintage Capital. “I look forward to working with their team to
create a leader in the rent-to-own industry.”
Rent-A-Center is focused on improving the
quality of life for its customers by providing them the opportunity
to obtain ownership of high-quality, durable products such as
consumer electronics, appliances, computers, furniture and
accessories, under flexible rental purchase agreements with no
long-term obligation. Rent-A-Center owns and operates approximately
2,400 stores in the U.S., Mexico, Canada and Puerto Rico, and
approximately 1,250 Acceptance Now kiosk locations in the U.S. and
Puerto Rico. Rent-A-Center Franchising International, Inc., a
wholly owned subsidiary of the Rent-A-Center, is a national
franchiser of approximately 250 rent-to-own stores operating under
the trade names of “Rent-A-Center,” “ColorTyme,” and “RimTyme.”
Vintage Capital is a value-oriented,
operations-focused, private and public equity investor specializing
in the consumer, aerospace and defense, and manufacturing sectors.
Vintage Capital is the controlling shareholder of Buddy’s Newco
LLC, a privately-held rent-to-own company with over 300 locations
across the U.S. and Guam, operating under the trade names of
“Buddy’s Home Furnishings,” “Good-to-Go Wheels & Tires,” and
“Flexi Compras.”
Brown Rudnick LLP is serving as legal counsel to
B. Riley Financial.
For more information, visit the investor sector
of B. Riley Financial website at ir.brileyfin.com.
About B. Riley Financial, Inc.
(NASDAQ:RILY)B. Riley Financial, Inc. (NASDAQ:RILY), through its
subsidiaries, provides collaborative financial services and
solutions to the capital raising and financial advisory needs of
public and private companies and high net worth individuals. The
company operates through several wholly-owned subsidiaries,
including B. Riley FBR, Inc., Wunderlich Securities, Inc., Great
American Group, LLC, B. Riley Capital Management, LLC (which
includes B. Riley Asset Management, B. Riley Wealth Management, and
Great American Capital Partners, LLC) and B. Riley Principal
Investments, a group that makes proprietary investments in other
businesses, such as the acquisition of United Online, Inc.
Forward-Looking Statements This
press release contains forward-looking statements within the
meaning of the Private Securities Litigation Reform Act of 1995.
All statements other than statements of historical fact are
forward-looking statements. These forward-looking statements
involve known and unknown risks, uncertainties and other factors
which may cause B. Riley Financial's or Rent-A-Center’s performance
or achievements to be materially different from any expected future
results, performance, or achievements. Forward-looking statements
speak only as of the date they are made and neither B. Riley
Financial nor Rent-A-Center assume any duty to update forward
looking statements. We caution readers that a number of important
factors could cause actual results to differ materially from those
expressed in, or implied or projected by, such forward-looking
statements. Such forward-looking statements include, but are not
limited to, statements about the benefits of the merger involving
Rent-A-Center and Buddy’s Home Furnishings, including future
financial and operating results, the combined company's plans,
objectives, expectations and intentions and other statements that
are not historical facts. The following factors, among others,
could cause actual results to differ from those set forth in the
forward-looking statements: (i) the possibility that the merger
does not close when expected or at all because required regulatory,
stockholder or other approvals and other conditions to closing are
not received or satisfied on a timely basis or at all; (ii) changes
in B. Riley's share price before closing; (iii) lower Rent-A-Center
earnings and other expenses; (iv) the risk that the benefits from
the transaction may not be fully realized or may take longer to
realize than expected, including as a result of changes in general
economic and market conditions, interest and exchange rates,
monetary policy, laws and regulations and their enforcement, and
the degree of competition in the geographic and business areas in
which B. Riley Financial and Rent-A-Center operate; (v) the ability
to promptly and effectively integrate the businesses of
Rent-A-Center and Buddy’s Home Furnishings; (vi) the reaction to
the transaction of the companies' customers, employees and
counterparties; (vii) diversion of management time on
merger-related issues; and (viii) other risks that are described in
B. Riley's and Rent-A-Center’s public filings with the SEC. For
more information, see the risk factors described in each of B.
Riley's and Rent-A-Center’s Annual Reports on Form 10-K, Quarterly
Reports on Form 10-Q and other filings with the SEC.
B. Riley Financial Contacts:
Media:
Jo Anne McCuskerjmccusker@brileyfin.com(646) 885-5425
Investors:
Investor Relationsir@brileyfin.com(310) 966-1444
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