Grupo Salinas Advance America
Tel. +52 (55) 1720-9167 Tel. +1 (864) 342-5633
jrangelk@gruposalinas.com.mx jfulmer@advanceamerica.net
Acquisition brings unparalleled expansion opportunity
in broad and dynamic segments of the North American credit market
Mexico City, Mexico and Spartanburg, South Carolina, February 15 - Advance America, Cash Advance Centers, Inc. (NYSE:AEA) and Grupo Elektra, S.A.B. de C.V. (BMV: ELEKTRA) today announced that Advance America and subsidiaries of Grupo Elektra have entered into a definitive agreement under which Grupo Elektra will acquire control of all of the outstanding shares of Advance America, a leading U.S. short-term lender, for
$10.50 per share in cash, representing a 32.7% premium to the Company's closing price of $7.91 on February 15, 2012 . The total transaction value is approximately $780 million, including the Company's outstanding debt as of December 31, 2011.
The acquisition of Advance America represents Grupo Elektra's first major investment in the U.S. financial services market. Advance America is the leading provider of non-bank cash advance services in the U.S., with approximately 2,600 centers in 29 states, the United Kingdom, and Canada. Grupo Elektra is Latin America's leading specialty retailer and financial services company, offering world class brands, as well as banking services, credit and other financial products to underserved consumers in Mexico and in other Latin American countries, including Brazil, El Salvador, Guatemala, Honduras, Panama, and Peru. Based in Mexico City, Grupo Elektra is publicly traded on the Mexican stock exchange.
Ricardo Salinas, Chairman of Grupo Elektra, said: "We are eager to expand our services to the United States and to continue meeting the needs of the financially underserved. Advance America's excellent customer satisfaction rates, strong track record of regulatory compliance and broad distribution network are incredibly valuable. Advance America serves its customers like a community bank, but has the footprint of a national financial institution. We want to preserve those productive qualities and help this solid enterprise grow."
"Grupo Elektra is a world-renowned company, widely acknowledged for its innovation and leadership," said Advance America's Chairman, William M. Webster, IV. "We are confident that Grupo Elektra's experience and resources in the banking and financial
services sector, in particular, will enable us to broaden our customer base and further enhance our array of products and services."
"Advance America will continue to focus on what has always been the core of our business - providing affordable, reliable and transparent financial options for hardworking families, and maintaining a commitment to quality customer service," said Patrick O'Shaughnessy, Advance America's President and Chief Executive Officer.
Advance America's Board of Directors unanimously approved the transaction and recommends that its stockholders vote in favor of the transaction. Under the terms of the merger agreement, Advance America may solicit acquisition proposals from third parties for a period of 45 days and subject to the terms of the agreement, may, at any time, respond to an unsolicited proposal that its Board of Directors determines would be reasonably likely to result in a superior proposal. The Board of Directors of Advance America, with the assistance of its advisors, will actively solicit acquisition proposals during this 45-day period. There can be no assurance that this process will result in a superior proposal. If there is not a superior proposal, the transaction is expected to close during the first half of 2012.
The transaction is subject to customary closing conditions, including receipt of regulatory approvals and approvals by Advance America stockholders. Advance America stockholders will continue to receive their regular quarterly dividends of $0.0625 per share, if and when declared by its Board of Directors, until the transaction closes. Grupo Elektra and its subsidiaries will finance the transaction with cash on hand together with borrowings.
It is expected that Mr. O'Shaughnessy and other key members of senior management will continue in their roles with the Company after the transaction is completed and that Advance America's headquarters will remain in Spartanburg, South Carolina.
Stephens Inc. is serving as financial advisor to Grupo Elektra and Paul, Weiss, Rifkind, Wharton & Garrison LLP is serving as legal counsel to Grupo Elektra. Wells Fargo Securities, LLC is serving as financial advisor to Advance America and rendered a fairness opinion regarding the transaction to Advance America's Board of Directors. K&L Gates LLP is serving as legal counsel to Advance America.
Inquiries - Grupo Elektra Bruno Rangel
Grupo Salinas
Tel. +52 (55) 1720 9167 jrangelk@gruposalinas.com.mx
Grupo Salinas
Tel. +52 (55) 1720-1441 tcanales@gruposalinas.com.mx
Investor Relations
Press Relations
Carlos Casillas
Grupo Salinas
Tel. +52 (55) 1720 0041 cjcasillas@gruposalinas.com.mx
Grupo Salinas
Tel. +52 (55) 1720-0059 dmccosh@gruposalinas.com.mx
Investor and Press Relations
Advance America, Cash Advance Centers, Inc.
Tel. (864) 342-5633 jfulmer@advanceamerica.net
About Grupo Elektra
Grupo Elektra (www.grupoelektra.com.mx) is Latin America's
leading specialty retailer and financial services company
focused on the underserved market. Grupo Elektra operates
over 2,600 points of sale in Mexico, Brazil, Guatemala,
Honduras, Peru, Panama, El Salvador and Argentina. Grupo
Elektra also sells and markets its consumer finance, banking
and financial products and services through Banco Azteca
branches located in Mexico, Brazil, Panama, Guatemala,
Honduras, Peru and El Salvador.
Grupo Elektra is a Grupo Salinas company
(www.gruposalinas.com), a group of dynamic, fast-growing, and
technologically advanced companies focused on creating
shareholder value, contributing to build the middle class of
the countries in which they operate and improving society
through excellence. Created by Mexican entrepreneur Ricardo
B. Salinas (www.ricardosalinas.com), Grupo Salinas operates
as a management development and decision forum for the top
leaders of member companies. The companies include Azteca
(www.irtvazteca.com), Azteca America (www.aztecaamerica.com),
Grupo Elektra (www.grupoelektra.com.mx), Banco Azteca
(www.bancoazteca.com.mx), Afore Azteca
(www.aforeazteca.com.mx), Seguros Azteca
(www.segurosazteca.com.mx) and Grupo Iusacell
(www.iusacell.com.mx). Each of the Grupo Salinas companies
operates independently, with its own management, board of
directors and shareholders. Grupo Salinas has no equity
holdings. However, the member companies share a common
vision, values and strategies for achieving rapid growth,
superior results and world-class performance.
About Advance America
Founded in 1997, Advance America is the leading provider of
non-bank cash advance services in the United States, with
approximately 2,600 centers in 29 states, the United Kingdom,
and Canada. Advance America offers convenient, less-costly
credit options to consumers whose needs are not met by
traditional financial institutions. Advance America is a
founding member of the Community Financial Services
Association of America (CFSA), whose mission is to promote
laws that provide substantive consumer protections and to
encourage responsible industry practices. Please visit
(www.advanceamerica.net) for more information.
Forward-Looking Statements
This document contains certain forward-looking information
within the meaning of Section 27A of the Securities Act of
1933, as amended, and Section 21E of the Securities Exchange
Act of 1934, as amended. Forward-looking statements regarding
Advance America reflect Advance America's current
expectations, beliefs, or forecasts of future events.
Forward-looking statements also include the plans,
objectives, and expectations of Group Elektra and Advance
America with respect to the transaction. These statements can
be identified by the fact that they do not relate strictly to
historical or current facts. They use words such as "expect,"
"intend," "plan," "believe," "project," "anticipate," "may,"
"will," "should," "would," "could," "estimate," "continue,"
and other words and terms of similar meaning in conjunction
with a discussion of future operating or financial
performance. You should read statements that contain these
words carefully,
because they discuss future expectations, contain projections
of future results of operations or financial position, or
state other "forward-looking" information. Forward-looking
statements involve substantial risks and uncertainties, which
could cause actual results to differ materially from the
results expressed in, or implied by, these forward-looking
statements. Such differences may result from a variety of
factors, including but not limited to: (i) the occurrence of
any event or other circumstance that could lead to the
termination of the merger agreement; (ii) the inability to
consummate the transaction due to the failure to obtain
stockholder approval; (iii) risks related to disruption of
management's attention from Advance America's ongoing
business operations due to the transaction; (iv) the effect
of the announcement of the transaction on Advance America's
operating results and business generally; and (v) the need to
obtain certain consents and approvals and satisfy certain
conditions to closing the transactions. More information
about Advance America and other risks related to Advance
America are detailed in its Annual Report on Form 10-K for
the year ended December 31, 2010 and in "Part II. Item 1A.
Risk Factors" of its Quarterly Report on Form 10-Q for the
quarter ended June 30, 2011 as filed with the Securities and
Exchange Commission (the "SEC"). Other risks that may affect
Group Elektra and its subsidiaries are identified in
documents which Grupo Elektra sends to applicable securities
authorities. Neither Grupo Elektra nor Advance America has
any intention, and neither undertakes, to update any
forward-looking statements to reflect events or circumstances
arising after the date hereof, whether as a result of new
information, future events or otherwise
Additional Information and Where to Find It
In connection with the proposed transaction, Advance America will prepare a proxy statement to be filed with the SEC. ADVANCE AMERICA'S STOCKHOLDERS ARE URGED TO READ THE PROXY STATEMENT WHEN IT BECOMES AVAILABLE BECAUSE IT WILL CONTAIN IMPORTANT INFORMATION ABOUT ADVANCE AMERICA, THE PROPOSED TRANSACTION, AND RELATED MATTERS. Stockholders will be able to obtain the proxy statement (when available) free of charge on the Company's website at http://www.advanceamerica.net . The SEC also maintains a website that contains reports, proxy and information statements, and other information regarding the Company at www.sec.gov. In addition, any materials the Company files with the SEC may be read and copied at the
SEC's Public Reference Room at 100 F Street, N.E.,
Washington, D.C. 20549. Information on the operation of the
Public Reference Room may be obtained by calling the SEC at
1-800-SEC-0330.
Participants in Solicitation
Advance America and its directors and executive officers may
be deemed to be participants in the solicitation of proxies
from Advance America's stockholders in connection with the
transaction. Information about Advance America's directors
and executive officers and their holdings of Advance America
securities is set forth in the proxy statement for Advance
America's 2011 Annual Meeting of Stockholders, which was
filed with the SEC on April 14, 2011. Stockholders may obtain
additional information regarding the interests of Advance
America's directors and officers by reading the proxy
statement and other relevant documents regarding the
transaction, when filed with the SEC.
distribué par | Ce noodl a été diffusé par Grupo Elektra SA de CV et initialement mise en ligne sur le site http://www.grupoelektra.com.mx. La version originale est disponible ici. Ce noodl a été distribué par noodls dans son format d'origine et sans modification sur 2012-02-17 01:24:24 AM et restera accessible depuis ce lien permanent. Cette annonce est protégée par les règles du droit d'auteur et toute autre loi applicable, et son propriétaire est seul responsable de sa véracité et de son originalité. |
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