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TORONTO, Nov. 15,
2024 /CNW/ - Propel Holdings Inc. ("Propel" or
the "Company") (TSX: PRL), the fintech facilitating access
to credit for underserved consumers, announced today the successful
completion of its previously announced acquisition of Stagemount
Limited (dba "QuidMarket"), a leading digital UK-based fintech
lender specializing in credit for underserved consumers (the
"Acquisition"). The final purchase price was US$71 million, excluding closing adjustments, and
was paid all in cash.
"The closing of the Acquisition of QuidMarket is a critical step
in our journey to become a global leader in building financial
opportunity. A leading UK fintech lender, QuidMarket is focused on
the 20 million underserved consumers in the UK. Backed by Propel's
AI-powered technology, financial and operational expertise, and
capital resources, we believe QuidMarket will be able to accelerate
its growth while broadening access to credit for more underserved
consumers," said Clive Kinross, CEO
of Propel.
Management believes that the Acquisition will be immediately
accretive to Propel's 2024 and 2025 Adjusted Earnings Per
Share1, on a pro forma basis, and excluding
transaction costs and before any synergies.
"I want to officially welcome the QuidMarket team to Propel.
Together, we will build a UK leader," Mr. Kinross added.
"We have ambitious plans for the UK, and QuidMarket is a
critical first step," said Sheldon Saidakovsky, CFO of Propel and
the executive in charge of leading the QuidMarket integration. "In
advance of the closing, we outlined a multi-phased integration plan
for QuidMarket. Initially we will focus on building financial and
operational infrastructure that mirrors our own. Once
complete, we will begin to accelerate QuidMarket growth at both the
top and bottom line. Laying the foundation to grow QuidMarket into
the UK's market leader will be a key focus as we head into
2025."
Acquisition Financing and Subscription Receipt
Conversion
The US$71 million
purchase price for the Acquisition was funded from the net proceeds
of Propel's previously announced C$115 million bought deal
offering of subscription receipts (the "Subscription Receipts"),
which closed on October 3, 2024.
Upon closing of the Acquisition, each holder of a Subscription
Receipt will be entitled to receive, automatically and without
additional consideration or further action on the part of the
holder, (i) one common share of Propel (the "Common Shares") and
(ii) a cash amount equivalent to the C$0.15 dividend per Common Share payable by the
Company to holders of Common Shares of record on November 15, 2024, with payment occurring on
December 4, 2024.
Trading in the Subscription Receipts is expected to be halted,
the transfer register maintained by the subscription receipt agent
will be closed and the Subscription Receipts will be delisted from
the Toronto Stock Exchange (the "TSX"), in each case, effective as
of the close of trading today. The Common Shares to be issued
pursuant to the terms of the Subscription Receipts are expected to
commence trading on the TSX on November 15,
2024.
About Propel
Propel Holdings (TSX: PRL) is the fintech
company building a new world of financial opportunity for
consumers, partners, and investors. Propel's operating brands —
Fora Credit, CreditFresh and MoneyKey — and our
Lending-as-a-Service product line facilitate access to credit for
consumers underserved by traditional financial institutions.
Through its AI-powered platform, Propel evaluates customers in a
more comprehensive way than traditional credit scores can. The
result is better products and an expanded credit market for
consumers while creating sustainable, profitable growth for
Propel. Our revolutionary fintech platform has already helped
consumers access over one million loans and lines of credit and
over one billion dollars in credit.
At Propel, we are here to change the way customers, partners and
investors succeed together. Learn more at propelholdings.com
About QuidMarketLaunched in 2011, QuidMarket is a leading
UK-based digital only consumer lender specializing in providing
short-term installment loans to individuals with limited access to
traditional financial solutions. QuidMarket is committed to
responsible lending, offering tailored financial support to help
consumers manage unexpected expenses.
Non-IFRS Financial Measures
This press release makes
reference to "Adjusted Earnings Per Share" which is a non-IFRS
financial measure. This measure is not a recognized measure
under IFRS and does not have a standardized meaning prescribed
by IFRS and is therefore unlikely to be comparable to similar
measures presented by other companies. Rather, this measure is
provided as additional information to complement those IFRS
measures by providing further understanding of our results of
operations from management's perspective. Accordingly, this measure
should not be considered in isolation nor as a substitute for
analysis of our financial information reported under IFRS.
This non-IFRS financial measure is used to provide investors
with supplemental measures of our operating performance and thus
highlight trends in our core business that may not otherwise be
apparent when relying solely on IFRS measures. We believe that
securities analysts, investors and other interested parties
frequently use non-IFRS financial measures in the evaluation of
issuers. The Company's management also uses non-IFRS financial
measures in order to facilitate operating performance comparisons
from period to period, to prepare annual operating budgets and
forecasts, and to determine components of management and executive
compensation. The key performance indicators used by the Company
may be calculated in a manner different than similar key
performance indicators used by other similar companies.
Definitions and reconciliations of non-IFRS financial measures
to the relevant reported measures can be found in our Q3 2024
MD&A available on SEDAR+.
Forward-Looking Information
This press release
contains certain forward-looking statements that may constitute
"forward-looking statements" within the meaning of applicable
Canadian securities legislation that are based on Propel's current
expectations, estimates, projections and assumptions in light of
its experience and its perception of historical trends. In
particular, this press release contains forward-looking statements
pertaining to Propel's business strategy, plans and other
expectations, beliefs, goals and objectives including, without
limitation, the following: the Acquisition, the anticipated
synergies and accretive value to Propel and its shareholders;
statements regarding the effects of the Acquisition on Propel's
ability to accelerate growth and its plans and integration of the
QuidMarket team, and statements around the dividend and dividend
equivalent payments. Often but not always, forward-looking
statements can be identified by the use of forward-looking
terminology such as "may", "will", "expect", "believe", "intend",
"estimate", "continue", "anticipate" or the negative of these terms
or variations of them or similar terminology suggesting future
outcomes, events or performance. The forward-looking statements in
this press release reflect management's current beliefs and are
based on information currently available to management, and are
based on certain assumptions that Propel has made in respect
thereof as at the date of this press release regarding, among other
things: that Propel has and will have available capital to fund its
capital expenditures; the success of Propel's operations; the
ability of Propel to maintain current credit ratings; the
availability of capital to fund future capital requirements
relating to existing assets and projects; future operating costs,
including costs associated with regulatory compliance in the UK;
prevailing regulatory and tax laws and regulations; maintenance of
operating margins; and certain other assumptions in respect of
Propel's forward-looking statements detailed in Propel's Annual
Information Form for the year ended December
31, 2023 (the "AIF"), Management's Discussion and Analysis
for the years ended December 31, 2023
and 2022 (the "Annual MD&A") and Management's Discussion and
Analysis for the three and nine months ended September 30, 2024 (the "Interim MD&A") and
from time to time in Propel's public disclosure documents available
at www.sedarplus.ca and through Propel's website at
www.propelholdings.com.
Notes:
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- See "Non-IFRS
Financial Measures" below. See also "Key Components of Results of
Operations" in the Company's Q3 2024 MD&A for further details
concerning the non-IFRS financial measures used in this press
release including definitions and reconciliations to the relevant
reported IFRS measure.
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SOURCE Propel Holdings Inc.