Defers Ruling on Termination Fee
PLANO, Texas--(BUSINESS WIRE)--Mar. 14, 2019--
Rent-A-Center, Inc. (NASDAQ:RCII) (“Rent-A-Center” or the “Company”), a
leader in the rent-to-own industry, today announced that following
trial, the Court of Chancery of the State of Delaware (the “Court of
Chancery”) has ruled that Rent-A-Center validly terminated the Agreement
and Plan of Merger (the “Merger Agreement”), dated June 17, 2018, by and
among the Company and certain affiliates of Vintage Capital Management,
LLC (collectively, “Vintage Capital”).
The Court of Chancery has requested that the parties submit additional
briefs, after which it will render a decision regarding whether Vintage
Capital and B. Riley Financial, Inc. (as guarantor) are obligated to pay
the $126,500,000 reverse termination fee to Rent-A-Center.
Mitch Fadel, Chief Executive Officer of Rent-A-Center, said, “We are
pleased that the Court has affirmed the validity of our termination of
the Merger Agreement with Vintage Capital. Looking ahead, we will
continue to focus on executing our strategic plan to grow our business
and enhance value for our stockholders.”
Mr. Fadel added, “We look forward to the Court of Chancery’s decision
regarding the $126.5 million termination fee, and continue to believe we
are entitled to that fee in accordance with the clear terms of the
Merger Agreement.”
As previously announced on December 18, 2018, after the Company did not
receive the extension notice from Vintage Capital that was required by
December 17, 2018 to extend the Merger Agreement’s stated End Date, the
Company terminated the Merger Agreement. The Board of Directors
determined that terminating the Merger Agreement was in the best
interests of the Company’s stockholders, and instructed Rent-A-Center’s
management to exercise the Company’s right to terminate the Merger
Agreement and make a demand on Vintage Capital and B. Riley Financial,
Inc. for the $126.5 million reverse termination fee owed to the Company
following the termination of the Merger Agreement. Subsequently, on
December 21, 2018, Vintage Capital initiated legal proceedings against
Rent-A-Center in the Court of Chancery to enforce the Merger Agreement,
and Rent-A-Center counterclaimed for a declaration that it validly
terminated the Merger Agreement and is entitled to payment of the
termination fee from Vintage Capital and B. Riley Financial.
About Rent-A-Center, Inc.
A rent-to-own industry leader, Plano, Texas-based, Rent-A-Center, Inc.,
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. The Company owns and operates
approximately 2,300 stores in the United States, Mexico, Canada and
Puerto Rico, and approximately 1,200 Acceptance Now kiosk locations in
the United States and Puerto Rico. Rent-A-Center Franchising
International, Inc., a wholly owned subsidiary of the Company, is a
national franchiser of approximately 280 rent-to-own stores operating
under the trade names of “Rent-A-Center,” “ColorTyme,” and “RimTyme.”
For additional information about the Company, please visit its website
at www.rentacenter.com.
Forward-Looking Statements
This press release contains forward-looking statements that involve
risks and uncertainties. Such forward-looking statements generally can
be identified by the use of forward-looking terminology such as "may,"
"will," "expect," "intend," "could," "estimate," "predict," "continue,"
"should," "anticipate," "believe," or “confident,” or the negative
thereof or variations thereon or similar terminology. The Company
believes that the expectations reflected in such forward-looking
statements are accurate. However, there can be no assurance that such
expectations will occur. The Company's actual future performance could
differ materially from such statements. Factors that could cause or
contribute to such differences include, but are not limited to: the
outcome of any appeal relating to the litigation initiated by Vintage
Capital and B. Riley challenging the validity of the termination of the
Merger Agreement, and the court’s pending decision regarding the
Company's right to collect on the $126.5 million reverse breakup fee
associated with the termination of the Merger Agreement; risks relating
to operations of the business and the Company’s financial results
arising out of the termination of the Merger Agreement; the effect of
the termination of the Merger Agreement on the Company’s relationships
with third parties, including its employees, franchisees, customers,
suppliers, business partners and vendors, which may make it more
difficult to maintain business and operations relationships, and
negatively impact the operating results of the Company’s business
segments and the Company’s business generally; the risk of material
price volatility with respect to trading in the Company’s common stock
during any appeal relating to the litigation surrounding the termination
of the Merger Agreement; the Company's ability to continue to
effectively operate and execute its strategic initiatives as a
stand-alone enterprise following the termination of the Merger Agreement.
View source version on businesswire.com: https://www.businesswire.com/news/home/20190314005876/en/
Source: Rent-A-Center, Inc.
Investors:
Rent-A-Center, Inc.
Maureen Short,
972-801-1899
Chief Financial Officer
maureen.short@rentacenter.com