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Date of Report (Date of earliest event reported): February 14, 2024

 

 

(Exact name of registrant as specified in its charter)

 

 

(Address of principal executive offices)

 

Registrant’s telephone number, including area code: 770-828-2000

 

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:

 

 

 

 

 

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

 

 

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

 

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.          ☐

 

 

 

On February 14, 2024, Atlanticus Holdings Corporation, a Georgia corporation (the “Company”), issued and sold an additional $7,250,000 aggregate principal amount of the Company’s 9.25% Senior Notes due 2029 (the “Additional Notes”), pursuant to the exercise of the underwriters’ option to purchase the Additional Notes granted to the underwriters in the underwriting agreement (the “Underwriting Agreement”), dated as of January 25, 2024, by and between the Company and B. Riley Securities, Inc., as representative of the several underwriters named therein.

 

The net proceeds to the Company, inclusive of the previously disclosed issuance and sale of $50,000,000 aggregate principal amount of the Company’s 9.25% Senior Notes due 2029 pursuant to the Underwriting Agreement, were approximately $54.1 million, after deducting underwriting discounts, the structuring fee and other estimated offering expenses.

 

A copy of the legal opinion of Troutman Pepper Hamilton Sanders LLP relating to the legality of the Additional Notes is filed as Exhibit 5.1 to this Current Report on Form 8-K.

 

On February 14, 2024, the Company issued a press release announcing the closing of the issuance and sale of the Additional Notes. A copy of the press release is filed as Exhibit 99.1 to this Current Report on Form 8-K and is incorporated herein by reference. 

 

 

 

 

 

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.