Form 8-K - Current report

PRA GROUP INC false 0001185348 0001185348 2024-11-20 2024-11-20

 

 

UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

WASHINGTON, D.C. 20549

 

 

FORM 8-K

 

 

CURRENT REPORT

Pursuant to Section 13 or 15(d)

of the Securities Exchange Act of 1934

Date of Report (Date of Earliest Event Reported): November 20, 2024

 

 

PRA Group, Inc.

(Exact name of registrant as specified in its charter)

 

 

 

Delaware		000-50058		75-3078675
(State or other jurisdiction of incorporation)		(Commission File Number)		(I.R.S. Employer Identification No.)

 

120 Corporate Boulevard
Norfolk, Virginia		23502
(Address of principal executive offices)		(Zip Code)

Registrant’s telephone number, including area code: [phone]

Not Applicable

Former name or former address, if changed since last report

 

 

Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions:

 

☐	Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)

 

☐	Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)

 

☐	Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))

 

☐	Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))

Securities registered pursuant to Section 12(b) of the Act:

 

Title of each class		Trading Symbol(s)		Name of each exchange on which registered
Common Stock, $0.01 par value per share		PRAA		NASDAQ Global Select Market

Indicate by check mark whether the registrant is an emerging growth company as defined in Rule 405 of the Securities Act of 1933 (17 CFR §230.405) or Rule 12b-2 of the Securities Exchange Act of 1934 (17 CFR §240.12b-2).

Emerging growth company ☐

If an emerging growth company, indicate by check mark if the registrant has elected not to use the extended transition period for complying with any new or revised financial accounting standards provided pursuant to Section 13(a) of the Exchange Act. ☐

 

 

 

---

Item 8.01

Other Events.

On November 20, 2024, PRA Group, Inc. (the “Company”) issued a press release that announced the pricing of an upsized offering of $150.0 million aggregate principal amount of 8.875% senior notes (the “Notes”) due 2030, which was upsized by $50.0 million from the previously announced $100.0 million, at a price of 103.625% of their principal amount in a private transaction that is exempt from the registration requirements of the Securities Act of 1933, as amended. The Notes will be a further issuance of the Company’s existing 8.875% Senior Notes due 2030 and will be issued as additional notes under the indenture dated as of May 20, 2024, pursuant to which the Company previously issued $400.0 million aggregate principal amount of 8.875% Senior Notes due 2030 (the “Existing Notes”). The Notes will be treated as the same class and series as, and are otherwise identical to, the Existing Notes other than with respect to the date of issuance and issue price. A copy of the press release is filed as Exhibit 99.1 to this Current Report on Form 8-K and is incorporated in this Item 8.01 by reference.

 

Item 9.01.

Financial Statements and Exhibits.

(d) Exhibits

 

99.1		Press Release dated November 20, 2024
104		Cover Page Interactive Data File (embedded within the Inline XBRL document)

 

---

SIGNATURE

Pursuant to the requirements of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized.

 

				PRA Group, Inc.
Date: November 20, 2024				By:		/s/ Rakesh Sehgal
						Rakesh Sehgal
						Executive Vice President and Chief Financial Officer

Exhibit 99.1

 

PRA Group Announces Pricing of Upsized Offering of Additional $150.0 Million of Senior Notes due 2030

NORFOLK, Va., November 20, 2024 - PRA Group, Inc. (Nasdaq: PRAA) (the “Company”), a global leader in acquiring and collecting nonperforming loans, announced today the pricing of its offering of $150.0 million aggregate principal amount of 8.875% Senior Notes due 2030 (the “notes”), which was upsized by $50.0 million from the previously announced $100.0 million, at a price of 103.625% of their principal amount, in a private transaction that is exempt from the registration requirements of the Securities Act of 1933, as amended (the “Securities Act”).

The notes will be a further issuance of the Company’s existing 8.875% Senior Notes due 2030 and will be issued as additional notes under the indenture dated as of May 20, 2024, pursuant to which the Company previously issued $400.0 million aggregate principal amount of 8.875% Senior Notes due 2030 (the “existing notes”). The notes will be of the same class and series as, and are otherwise identical to, the existing notes other than with respect to the date of issuance and issue price. The offering of the notes is expected to close on or about November 25, 2024, subject to the satisfaction of customary closing conditions.

The notes will be guaranteed on a senior unsecured basis by each of the Company’s existing and future domestic subsidiaries that is a borrower or guarantor under the Company’s North American Credit Agreement.

The Company intends to use the net proceeds from the offering to repay approximately $150.0 million of its outstanding borrowings under its North American revolving credit facility.

The notes were offered only to qualified institutional buyers in reliance on Rule 144A under the Securities Act and to certain persons outside of the United States pursuant to Regulation S under the Securities Act.

This announcement is neither an offer to sell, nor a solicitation of an offer to buy, any of these securities and shall not constitute an offer, solicitation or sale in any jurisdiction in which such offer, solicitation or sale is unlawful. Any offer of these securities will be made only by means of a private offering memorandum. The offer and sale of the notes have not been and will not be registered under the Securities Act or any state securities laws, and unless so registered, the notes may not be offered or sold in the United States except pursuant to an exemption from the registration requirements of the Securities Act and applicable state laws.

About PRA Group, Inc.

As a global leader in acquiring and collecting nonperforming loans, PRA Group, Inc. returns capital to banks and other creditors to help expand financial services for consumers in the Americas, Europe and Australia. With thousands of employees worldwide, PRA Group, Inc. companies collaborate with customers to help them resolve their debt.

---

About Forward-Looking Statements

Statements made herein that are not historical in nature, including PRA Group, Inc.’s or its management’s intentions, hopes, beliefs, expectations, representations, projections, plans or predictions of the future, are forward-looking statements 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.

The forward-looking statements in this press release are based upon management’s current beliefs, estimates, assumptions and expectations of PRA Group, Inc.’s future operations and financial and economic performance, taking into account currently available information. These statements are not statements of historical fact or guarantees of future performance, and there can be no assurance that anticipated events will transpire or that the Company’s expectations will prove to be correct. Forward-looking statements involve risks and uncertainties, some of which are not currently known to PRA Group, Inc. Actual events or results may differ materially from those expressed or implied in any such forward-looking statements as a result of various factors, including risk factors and other risks that are described from time to time in PRA Group, Inc.’s filings with the Securities and Exchange Commission, including PRA Group, Inc.’s annual reports on Form 10-K, its quarterly reports on Form 10-Q and its current reports on Form 8-K, which are available through PRA Group, Inc.’s website and contain a detailed discussion of PRA Group, Inc.’s business, including risks and uncertainties that may affect future results.

Due to such uncertainties and risks, you are cautioned not to place undue reliance on such forward-looking statements, which speak only as of today. Information in this press release may be superseded by more recent information or statements, which may be disclosed in later press releases, subsequent filings with the Securities and Exchange Commission or otherwise. Except as required by law, PRA Group, Inc. assumes no obligation to publicly update or revise its forward-looking statements contained herein to reflect any change in PRA Group, Inc.’s expectations with regard thereto or to reflect any change in events, conditions or circumstances on which any such forward-looking statements are based, in whole or in part.

Investor Contact:

Najim Mostamand, CFA

Vice President, Investor Relations

[phone]

[e-mail]

News Media Contact:

Elizabeth Kersey

Senior Vice President, Communications and Public Policy

[phone]

[e-mail]

Document and Entity Information	Nov. 20, 2024
Cover [Abstract]
Entity Registrant Name	PRA GROUP INC
Amendment Flag	false
Entity Central Index Key	0001185348
Document Type	8-K
Document Period End Date	Nov. 20, 2024
Entity Incorporation State Country Code	DE
Entity File Number	000-50058
Entity Tax Identification Number	75-3078675
Entity Address, Address Line One	120 Corporate Boulevard
Entity Address, City or Town	Norfolk
Entity Address, State or Province	VA
Entity Address, Postal Zip Code	23502
City Area Code	(888)
Local Phone Number	772-7326
Written Communications	false
Soliciting Material	false
Pre Commencement Tender Offer	false
Pre Commencement Issuer Tender Offer	false
Security 12b Title	Common Stock, $0.01 par value per share
Trading Symbol	PRAA
Security Exchange Name	NASDAQ
Entity Emerging Growth Company	false

---