CURO Group Holdings Corp. (Form: 8-K, Received: 12/28/2021 16:09:50)

false000171129100017112912021-12-272021-12-27

SECURITIES AND EXCHANGE COMMISSION

WASHINGTON, DC 20549

_______________________________________________________________________

__________________________________________________________________________

CURRENT REPORT PURSUANT

TO SECTION 13 OR 15(d) OF THE

SECURITIES EXCHANGE ACT OF 1934

Date of report (Date of earliest event reported): December 27, 2021

________________________________________________________________________

CURO GROUP HOLDINGS CORP.

(Exact Name of Registrant as Specified in Its Charter)

________________________________________________________________________


Delaware	001-38315	90-0934597
(State or other Jurisdiction of Incorporation)	(Commission File Number)	(IRS Employer Identification No.)

3615 North Ridge Road, Wichita, Kansas		67205
(Address of Principal Executive Offices)		(Zip Code)

(Registrant’s Telephone Number, Including Area Code)

(Former Name or Former Address, if Changed Since Last Report)

________________________________________________________________________

Check the appropriate box below if the Form8-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	CURO	NYSE

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 Rule12b-2of the Securities Exchange Act of 1934(§240.12b-2of 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. ☐

ITEM 1.01 Entry into a Material Definitive Agreement

On December 27, 2021, CURO Finance, LLC (the “Temporary Notes Issuer”), a wholly-owned subsidiary of CURO Group Holdings Corp. (the “Company”), completed the issuance of $250 million in aggregate principal amount of senior secured notes due 2028 (the “notes”). The notes were issued pursuant to an indenture, dated December 3, 2021 (the “Indenture”), between the Temporary Notes Issuer and TMI Trust Company, as trustee and collateral agent (the “Trustee”). Proceeds from the issuance of the notes, which were deposited into an escrow account on December 3, 2021, were released to the Company substantially concurrent with the consummation of the Acquisition (as defined below) and used to fund the Acquisition, together with cash on hand and shares of the Company’s common stock. Immediately prior to the consummation of the Acquisition, the Temporary Notes Issuer was merged with and into the Company, with the Company surviving the merger (the “CURO Merger”). Following the CURO Merger, the Company and the Trustee entered into a supplemental indenture (the “Temporary Notes Supplemental Indenture”), pursuant to which the Company assumed the obligations of the Temporary Notes Issuer under the Indenture and the notes.

Concurrent with the execution of the Temporary Notes Supplemental Indenture, the Company issued a notice of mandatory exchange relating to the notes under the Indenture. Pursuant to the mandatory exchange, the Company will redeem the Temporary Notes by exchanging them for an equal aggregate principal amount of its 7.500% Senior Secured Notes due 2028 (the “Add-On Notes”). The Add-On Notes will constitute an additional issuance of the Company’s outstanding 7.500% Senior Secured Notes due 2028 issued under the indenture dated as of July 30, 2021 between the Company and the Trustee. The Company expects to complete the mandatory exchange promptly following the execution of the Temporary Notes Indenture.

The foregoing description of the Indenture and the Temporary Notes Supplemental Indenture does not purport to be complete and are qualified in their entirety by reference to the complete text of the Indenture, which was filed as Exhibit 4.1 to the Company’s Current Report on Form 8-K filed with the Securities and Exchange Commission on December 3, 2021 and is incorporated by reference herein, and the Temporary Notes Supplemental Indenture, which is attached to this report as Exhibit 4.1 and is incorporated by reference herein.

ITEM 2.01 Completion of Acquisition or Disposition of Assets

On December 27, 2021, the Company and Curo Intermediate Holdings Corp., a Delaware corporation and wholly-owned subsidiary of the Company (“Buyer”), completed its previously announced acquisition of SouthernCo, Inc., a Delaware corporation d/b/a Heights Finance (“Heights Finance”), from SouthernCo Holdings, LLC, a Delaware limited liability company (“Seller”), pursuant to that certain stock purchase agreement dated as of November 17, 2021 (the “Purchase Agreement”).

Pursuant to the Purchase Agreement, Buyer agreed to purchase from Seller all of the issued and outstanding common stock of Heights Finance for a purchase price of $360 million, consisting of $335 million in cash and shares of the Company’s common stock valued at $25 million in accordance with the formula set forth in the Purchase Agreement, subject to customary working capital and certain other adjustments (the “Acquisition”).

The Company common stock issued to the Seller at closing is subject to customary lock-up provisions and registration rights pursuant to the terms of the Lock-Up Agreement and Registration Rights Agreement entered into by the Company and the Seller at the closing of the Acquisition.

Additionally, employment agreements entered into between a subsidiary of the Company and Douglas Clark, Richard Pfaltzgraff and Gary Fulk, Heights Finance’s current Chief Executive Officer, Chief Financial Officer and Chief Operating Officer, respectively, became effective at the closing of the Acquisition.

Pursuant to the terms of the Purchase Agreement, Buyer delivered $10 million in cash and 1,157,006 shares of Company common stock to the escrow agent to cover certain indemnification obligations of Seller under the terms of the Purchase Agreement, although there is no assurance that any actual liability incurred by the Company will not exceed amounts recoverable from such escrow.

The foregoing description of the Purchase Agreement and the transactions contemplated thereby does not purport to be complete and is subject to, and qualified in its entirety by, the full text of the Purchase Agreement, which is filed as Exhibit 2.1 to the Company’s Current Report on Form 8-K filed with the Securities and Exchange Commission on November 19, 2021, and is incorporated herein by reference.

ITEM 2.03 Creation of a Direct Financial Obligation or an Obligation under an Off-Balance Sheet Arrangement of a Registrant.

The information set forth in Item 1.01 of this Current Report on Form 8-K is incorporated by reference into this Item 2.03.

ITEM 7.01 Regulation FD Disclosure

On December 28, 2021, the Company issued a press release announcing the closing of the Acquisition, which is filed as Exhibit 99.1 to this Current Report on Form 8-K.

The Company also has prepared updated information, which includes (i) certain information regarding the Acquisition and (ii) projections,, forecasts and assumptions about various matters, including its fourth quarter 2021 outlook. A copy of the presentation is furnished as Exhibit 99.2 to this Current Report on Form 8-K and is incorporated into this Item 7.01 by reference. A copy of the presentation is available at https://ir.curo.com/.

The information set forth in this Item 7.01 and the attached Exhibit 99.1 shall not be deemed “filed” for purposes of Section 18 of the Securities Exchange Act of 1934, as amended.

ITEM 9.01 Financial Statements and Exhibits

(a). Financial Statements of Businesses Acquired

The financial statements required to be filed by Item 9.01(a) of Form 8-K will be filed by amendment to this Current Report on Form 8-K no later than 71 calendar days after the date that this Current Report on Form 8-K must be filed.

(b). Pro Forma Financial Information

The pro forma financial information required to be filed by Item 9.01(b) of Form 8-K will be filed by amendment to this Current Report on Form 8-K no later than 71 calendar days after the date that this Current Report on Form 8-K must be filed.

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 on this 28th day of December, 2021.

CURO Group Holdings Corp.

By: /s/ Roger Dean______

Executive Vice President and Chief Financial Officer

SUPPLEMENTAL INDENTURE FOR ESCROW RELEASE DATE

SUPPLEMENTAL INDENTURE (this “Supplemental Indenture”), dated as of December 26, 2021, by and among CURO Finance, LLC, a Delaware limited liability company (the “Temporary Notes Issuer”), to be merged with and into CURO Group Holdings Corp., a Delaware corporation (“CURO”), and TMI Trust Company, as trustee and collateral agent under the Indenture referred to below.

W I T N E S S E T H:

WHEREAS, the Temporary Notes Issuer and the Trustee executed and delivered an indenture, dated as of December 3, 2021 (the “Indenture”), providing for the issuance of an aggregate principal amount of $250,000,000 of 7.500% Senior Secured Notes due 2028 (the “Notes”) by the Temporary Notes Issuer;

WHEREAS, the Indenture provides, among other things, that the Temporary Notes Issuer shall be permitted to merge with or into CURO, provided that, among other things, CURO shall expressly assume upon any such merger, all of the obligations of Temporary Notes Issuer under the Notes and the Indenture;

WHEREAS, Temporary Notes Issuer has merged with and into CURO, with CURO continuing its existence under Delaware law, and the merger has become effective under the laws of the State of Delaware;

WHEREAS, the Indenture provides that, in order to cause the Escrow Agent to release amounts in the Escrow Account to, or as directed by, the Temporary Notes Issuer, CURO shall execute and deliver to the Trustee a supplemental indenture and become party to the Indenture;

WHEREAS, pursuant to Section 10.01 of the Indenture, the Temporary Notes Issuer and the Trustee are authorized to execute and deliver this Supplemental Indenture to amend or supplement the Indenture, without the consent of any Holder;

WHEREAS, CURO has been duly authorized to enter into this Supplemental Indenture; and

WHEREAS, all acts, conditions, proceedings and requirements necessary to make this Supplemental Indenture a valid, binding and legal agreement enforceable in accordance with its terms for the purposes expressed herein have been duly done and performed.

NOW, THEREFORE, in consideration of the foregoing and for other good and valuable consideration, the receipt of which is hereby acknowledged, CURO and the Trustee mutually covenant and agree for the benefit of the Trustee and the Holders of the Notes as follows:

SECTION 1.1. Definitions. Capitalized terms used herein without definition shall have the meanings assigned to them in the Indenture.

AGREEMENTS TO BE BOUND

SECTION 2.1. Agreement to Assume Obligations. Effective upon the Escrow Release, CURO hereby agrees to unconditionally assume Temporary Notes Issuer’s Obligations under the Notes and the Indenture on the terms and subject to the conditions set forth in the Indenture and to be bound by all other applicable provisions of the Indenture and the Notes and to perform all of the obligations and agreements of the Issuer under the Indenture.

SECTION 2.2. Agreement to be Bound. CURO hereby becomes a party to the Indenture and will have all of the rights and be subject to all of the obligations and agreements of the Indenture.

SECTION 3.1. Notices. All notices and other communications provided to CURO shall be given as provided in the Indenture.

SECTION 3.2. Parties. Nothing expressed or mentioned herein is intended or shall be construed to give any Person, firm or corporation, other than the Holders and the Trustee, any legal or equitable right, remedy or claim under or in respect of this Supplemental Indenture or the Indenture or any provision herein or therein contained.

SECTION 3.3. Governing Law. This Supplemental Indenture shall be governed by, and construed in accordance with, the laws of the State of New York.

SECTION 3.4. Severability. In case any provision in this Supplemental Indenture shall be invalid, illegal or unenforceable, the validity, legality and enforceability of the remaining provisions shall not in any way be affected or impaired thereby and such provision shall be ineffective only to the extent of such invalidity, illegality or unenforceability.

SECTION 3.5. Ratification of Indenture; Supplemental Indentures Part of Indenture. Except as expressly amended hereby, the Indenture is in all respects ratified and confirmed and all the terms, conditions and provisions thereof shall remain in full force and effect. This Supplemental Indenture shall form a part of the Indenture for all purposes, and every Holder of Notes heretofore or hereafter authenticated and delivered shall be bound hereby.

SECTION 3.6. The Trustee. The Trustee makes no representation or warranty as to the validity or sufficiency of this Supplemental Indenture or with respect to the recitals contained herein, all of which recitals are made solely by the other parties hereto.

SECTION 3.6. Counterparts. The parties hereto may sign any number of copies of this Supplemental Indenture. Each signed copy shall be an original, but all of them together represent the same agreement. The exchange of copies of this Supplemental Indenture and of signature pages by facsimile or PDF transmission shall constitute effective execution and delivery of this Supplemental Indenture as to the parties hereto and may be used in lieu of the original Supplemental Indenture for all purposes. Signatures of the parties hereto transmitted by facsimile or PDF shall be deemed to be their original signatures for all purposes.

SECTION 3.7. Headings. The headings of the Articles and the Sections in this Supplemental Indenture are for convenience of reference only and shall not be deemed to alter or affect the meaning or interpretation of any provisions hereof.

IN WITNESS WHEREOF, the parties hereto have caused this Supplemental Indenture to be duly executed as of the date first above written.



CURO GROUP HOLDINGS CORP.

By:						/s/ Roger Dean
						Name: Roger Dean
						Title: Executive Vice President and Chief Financial Officer


TMI TRUST COMPANY


By:						/s/ Debra Schachel
						Name: Debra Schachel
						Title: Vice President

CURO Completes Acquisition of Heights Finance

Wichita, Kansas--(Business Wire)-- CURO Group Holdings Corp. (NYSE: CURO) (“CURO”), a tech-enabled, omni-channel consumer finance company serving non-prime and prime consumers in the U.S. and Canada, today announced that it has completed its previously announced acquisition of Heights Finance, a consumer finance company that provides installment loans and offers customary opt-in insurance and other financial products, from Milestone Partners, a private equity firm. Total consideration of $360 million is comprised of $335 million cash and $25 million of CURO common stock.

“The closing of this acquisition represents a key strategic milestone for CURO and we are looking forward to capitalizing on the significant growth opportunities that Heights Finance brings to our business," said Don Gayhardt, CEO of CURO. “The acquisition accelerates CURO’s strategic transition in the U.S. toward longer term, higher balance and lower rate credit products which provides the company with access to a larger addressable market while mitigating regulatory risk.”

As previously announced, the transaction is anticipated to be immediately accretive to CURO’s earnings. The acquisition’s aggregate purchase price of $360 million represents 6.5x Heights Finance’s 2022 estimated adjusted earnings before taxes of $55 million.

CURO's management team plans to discuss its quarterly and annual results and business outlook during its fourth quarter 2021 earnings conference call, which will be scheduled in January 2022.

CURO Group Holdings Corp. (NYSE: CURO) serves the evolving needs of the financial consumer. In 1997, the Company was founded in Riverside, California by three Wichita, Kansas childhood friends to meet the growing consumer need for short-term loans. Their success led to opening stores across the United States, later expanding to offer online loans and financial services in the United States and Canada and now broadening into a full-spectrum consumer lender through the point-of-sale / buy-now-pay-later channel. CURO combines its market expertise with a fully integrated technology platforms, an omni-channel approach and advanced credit decisioning to provide an array of credit products across all mediums. CURO operates under a number of brands including Speedy Cash®, Rapid Cash®, Cash Money®, LendDirect®, Flexiti®, Avío Credit®, Opt+® and Revolve Finance®. With over 20 years of operating experience, CURO provides financial freedom to non-prime consumers.

About Heights Finance

Based in Greenville, S.C., with offices and branch locations in the states of Alabama, Georgia, Texas, Oklahoma, South Carolina, Wisconsin, Illinois, Missouri, Indiana, Kentucky and Tennessee, Heights Finance offers short- and long-term personal loans designed to help hardworking Americans get the money they need quickly. The company is a proud member of the American Financial Services Association (AFSA) and currently has a 4.9 Trustpilot customer rating.

Forward-Looking Statements

This press release contains forward-looking statements. These forward-looking statements include statements regarding projections, estimates and assumptions about the impact of the transaction on us, including our belief that the acquisition will allow us to capitalize on growth opportunities, accelerate our transition into longer term, higher balance and lower rate credit products, provide access to a larger addressable market while mitigating regulatory risk and immediately be accretive to our earnings. In addition, words such as “guidance,” “estimate,” “anticipate,” “believe,” “forecast,” “step,” “plan,” “predict,” “focused,” “project,” “is likely,” “expect,” “intend,” “should,” “will,” “confident,” variations of such words and similar expressions are intended to identify forward-looking statements. The ability to achieve these forward-looking statements is based on certain assumptions, judgments and other factors, both within and outside of our control, that could cause actual results to differ materially from those in the forward-looking statements, including failure to realize the anticipated benefits of the acquisition; risks relating to the uncertainty of projected financial information; the effects of competition on the combined company’s future business; our ability to attract and retain customers; market, financial, political and legal conditions; the impact of COVID-19 pandemic or any other global event on the combined company’s business and the global economy; our dependence on third-party lenders to provide the cash we need to fund our loans and our ability to affordably access third-party financing; errors in our internal forecasts; our level of indebtedness; our ability to integrate acquired businesses; actions of regulators and the negative impact of those actions on our business; our ability to protect our proprietary technology and analytics and keep up with that of our competitors; disruption of our information technology systems that adversely affect our business operations; ineffective

pricing of the credit risk of our prospective or existing customers; inaccurate information supplied by customers or third parties that could lead to errors in judging customers’ qualifications to receive loans; improper disclosure of customer personal data; failure of third parties who provide products, services or support to us; any failure of third-party lenders upon whom we rely to conduct business in certain states; disruption to our relationships with banks and other third-party electronic payment solutions providers as well as other factors discussed in our filings with the Securities and Exchange Commission. These projections, estimates and assumptions may prove to be inaccurate in the future. These forward-looking statements are not guarantees of future performance and involve known and unknown risks and uncertainties that are difficult to predict with regard to timing, extent, likelihood and degree of occurrence. There may be additional risks that we presently do not know or that we currently believe are immaterial that could also cause actual results to differ from those contained in the forward-looking statements. Given these risks and uncertainties, investors should not place undue reliance on forward-looking statements as a prediction of actual future results. We undertake no obligation to update, amend or clarify any forward-looking statement for any reason.

Executive Vice President and Chief Financial Officer

Financial Profiles, Inc.

Curo@finprofiles.com

Investor Update D E C E M B E R 2 8 , 2 0 2 1

2 D I S C L A I M E R IMPORTANT: You must read the following information before continuing to the rest of the presentation, which is being provided to you for informational purposes only. FORWARD-LOOKING STATEMENTS This presentation contains forward-looking statements. These forward-looking statements include projections, estimates and assumptions about various matters including future financial and operational performance, including loan receivables/balances, revenue and net revenue, adjusted pre-tax income, adjusted earnings before taxes, earnings per share, delinquencies, interest expense and adjusted loss per share; and the strategic rationale for the acquisition, including our expectations for addressable markets and our position in them, synergies of the acquisition and growth opportunities. In addition, words such as “guidance,” “estimate,” “anticipate,” “believe,” “forecast,” “step,” “plan,” “predict,” “focused,” “project,” “is likely,” “expect,” “intend,” “should,” “will,” “confident,” variations of such words and similar expressions are intended to identify forward-looking statements. Our ability to achieve these forward-looking statements is based on certain assumptions, judgments and other factors, both within and outside of our control, that could cause actual results to differ materially from those in the forward-looking statements, including failure to realize the anticipated benefits of the acquisition; risks relating to the uncertainty of projected financial information; the effects of competition on the combined company’s future business; our ability to attract and retain customers; market, financial, political and legal conditions; the impact of COVID-19 pandemic or any other global event on the combined company’s business and the global economy; our dependence on third-party lenders to provide the cash we need to fund our loans and our ability to affordably access third-party financing; errors in our internal forecasts; our level of indebtedness; our ability to integrate acquired businesses; actions of regulators and the negative impact of those actions on our business; our ability to protect our proprietary technology and analytics and keep up with that of our competitors; disruption of our information technology systems that adversely affect our business operations; ineffective pricing of the credit risk of our prospective or existing customers; inaccurate information supplied by customers or third parties that could lead to errors in judging customers’ qualifications to receive loans; improper disclosure of customer personal data; failure of third parties who provide products, services or support to us; any failure of third-party lenders upon whom we rely to conduct business in certain states; disruption to our relationships with banks and other third-party electronic payment solutions providers as well as other factors discussed in our filings with the Securities and Exchange Commission. These projections, estimates and assumptions may prove to be inaccurate in the future. These forward-looking statements are not guarantees of future performance and involve known and unknown risks and uncertainties that are difficult to predict with regard to timing, extent, likelihood and degree of occurrence. There may be additional risks that we presently do not know or that we currently believe are immaterial that could also cause actual results to differ from those contained in the forward-looking statements. Given these risks and uncertainties, investors should not place undue reliance on forward-looking statements as a prediction of actual future results. We undertake no obligation to update, amend or clarify any forward-looking statement for any reason. NON-GAAP FINANCIAL MEASURES In addition to the financial information prepared in conformity with U.S. GAAP, this presentation includes certain “Non-GAAP financial measures,” including: Adjusted Pre-tax Income (Pre-tax Income from continuing operations minus certain non-cash and other adjusting items); Adjusted Loss Per Share (Adjusted net loss divided by diluted weighted average shares outstanding); Adjusted EBITDA (EBITDA plus or minus certain non-cash and other adjusting items); and Gross Combined Loans Receivable (includes loans originated by third-party lenders through CSO programs which are not included in our consolidated financial statements). Such measures are intended as a supplemental measure of our performance that are not required by, or presented in accordance with, GAAP. We present Adjusted Pre-tax Income, Adjusted Loss Per Share, Adjusted EBITDA and Gross Combined Loans Receivable because we believe that, when viewed with our GAAP results and the accompanying reconciliation, such measures provide useful information for comparing our performance over various reporting periods as the measures remove the impact of items that we believe do not reflect our core operating performance. Adjusted Pre-tax Income, Adjusted Loss Per Share, Adjusted EBITDA and Gross Combined Loans Receivable are not substitutes for net earnings, pretax earnings, cash flows provided by operating activities or any other measure prescribed by GAAP and there are limitations to using them. Although we believe that measures can make an evaluation of our operating performance more consistent because they remove items that do not reflect our core operations, other companies in our industry may define Adjusted Pre-tax Income, Adjusted Loss Per Share, Adjusted EBITDA and Gross Combined Loans Receivable differently than we do. As a result, it may be difficult to use these measures to compare the performance of those companies to our performance. Adjusted Pre-tax Income, Adjusted Loss Per Share, Adjusted EBITDA and Gross Combined Loans Receivable, should not be considered as measures of the income generated by our business or discretionary cash available to invest in the growth of our business. Management compensates for these limitations by reference to our GAAP results and using Adjusted Pre-tax Income, Adjusted Loss Per Share, Adjusted EBITDA and Gross Combined Loans Receivable as supplemental measures. Reconciliation of historical non-GAAP metrics presented to the closest comparable GAAP metrics are included on slide 7. All product names, logos, brands, trademarks and registered trademarks are property of their respective owners.

$55+ million Adj. Pre-Tax Income2 $275 million Revenue2 3 $500+ million Receivables1 H E I G H T S A T A G L A N C E Consumer finance company with 390 branches across 11 southern and mid-western U.S. states Provides secured and unsecured installment loans to near-prime and non-prime consumers as well as customary opt-in insurance and other financial products 1 Loan receivables represent pre-allowance net finance receivables projected as of 12/31/2022. 2 Projected financials for fiscal year ended December 31, 2022. 3 Projected Heights Finance adjusted earnings before taxes of $55 million in 2022. Heights Finance Acquisition Closed on December 27, 2021 S T R A T E G I C R A T I O N A L E Accelerates CURO’s strategic migration into longer term, higher balance and lower rate credit products Adds millions of near-prime and non-prime customers and expands CURO’s addressable market Diversifies products, revenue, customers and geographic breadth in U.S. Adds a leadership team with deep industry experience and a strong performance track record Digitization of customer journey across larger footprint Strong synergy potential through: • Combined branch optimization • Combined cost efficiencies • Cross-selling opportunities Immediately accretive to earnings • Expected to add $0.63+ to 2022 EPS T R A N S A C T I O N D E T A I L S Purchase price of $360 million • Comprised of $335 million cash and $25 million of CURO stock • 6.5x Heights Finance’s 2022E Adjusted Earnings Before Taxes3

4 • Non-prime Loans • $250 - $1,500 • 7 to 12 month terms • Unsecured Consumer finance company with expected loan receivables of $500 million+ in 2022(1) Operates 390 branches across 11 states in the South and Midwest • Heights operates branches in Alabama (47), Georgia (18), Illinois (26), Indiana (16), Kentucky (18), Missouri (19), Oklahoma (18), South Carolina (58), Tennessee (64), Texas (86), and Wisconsin (20) Provides secured and unsecured installment loan products to non-prime and near-prime consumers and opt-in installment loan related credit insurance and ancillary products Credit products include: • Near Prime Loans • $1,000 - $10,000 • 24 to 60 month terms • Secured or Unsecured Optional credit and non-credit insurance products fill out the product set Company rebranded to Heights Finance in 2020 after merging with Southern Management Corp Approximately half of total portfolio loan balance comprised of APR less than 36%(2) Overview of Heights Finance 1 Loan receivables represent pre-allowance net finance receivables projected as of 12/31/2022. 2 As of 9/30/2021.

5 LOAN BALANCES 1 ($Millions) 1 Includes Company-Owned Loans and Loans Guaranteed by the Company under CSO programs. Please see appendix for reconciliation. 2 U.S. run-off portfolios include Verge Credit, California, Virginia and Illinois. 3 Heights’ balances do not reflect fair value adjustments that will be recorded in the opening acquired balance sheet for purchase accounting. $302 $276 $257 $292 $330 $344 $361 $391 $420 $201 $221 $302 $428 $440 $344 $235 $245 $268 $218 $224 $233 $237 $480 4Q19 1Q20 2Q20 3Q20 4Q20 1Q21 2Q21 3Q21 4Q21E Canada Direct Lending Canada POS Lending U.S. Heights $743 $620 $492 $537 $598 $763 $806 $926 $1,566 3 CURO Financial Performance Update U.S. DIRECT LENDING PAST DUE AR %5 CANADA DIRECT LENDING PAST DUE AR %5 Q4 2021 EXPECTATIONS:4 • Delinquencies remain below pre-COVID levels with recent increases driven by continued loan growth, new customer and origination channel mix, seasonality and waning stimulus • Revenue >$220 million and Net Revenue >$124 million • Adjusted EBITDA >$11 million • Canada Direct Lending and Canada Point-of-Sale Lending exceed previously-disclosed 2021 outlook for Revenue and Adjusted Pretax Income • Interest Expense = $29 million (including $1.6 million for Senior Note offering to finance Heights Finance acquisition) • Adjusted Loss Per Share = $0.34 to $0.37 Loan Growth Trends • Canada Direct Lending expected to increase 8% sequentially and 27% year-over-year • Canada POS Lending expected to increase 42% sequentially • U.S. Direct Lending expected to increase 2% sequentially (7% excluding run-off portfolios2) • Acquired Heights Finance portfolio restores geographic balance between Canada and U.S. and meaningfully expands U.S. growth opportunities 4 Adjusted earnings per share (AEPS) and adjusted earnings before interest, taxes, depreciation and amortization (AEBITDA) exclude, equity-based compensation, intangible asset amortization, earnings from our equity method investment in Katapult, restructuring related costs, debt extinguishment costs, and certain other costs as historically defined in our Earnings Releases 5 Excludes Single-Pay. 0% 5% 10% 15% 20% 25% 30% 1-30 DPD 31-60 DPD 61+ DPD 0% 2% 4% 6% 8% 10% 1-30 DPD 31-60 DPD 61+ DPD

6 Appendix

7 Historical Gross Combined Loan Receivables ($Millions) 4Q19 1Q20 2Q20 3Q20 4Q20 1Q21 2Q21 3Q21 Company-owned gross loans receivable $665.8 $564.4 $456.5 $497.4 $553.7 $731.0 $769.3 $882.4 Gross loans receivable guaranteed by the Company $76.7 $55.9 $34.1 $39.8 $44.1 $32.4 $37.1 $43.4 Gross combined loans receivable $742.5 $620.3 $490.6 $537.2 $597.8 $763.4 $806.4 $925.8 Note: Subtotals may not sum due to rounding. The above table summarizes Company-owned gross loans receivable, a GAAP balance sheet measure, and reconciles it to gross combined loans receivable, a non-GAAP measure including loans originated by third-party lenders through CSO programs, which are not included in our Condensed Consolidated Financial Statements but from which we earn revenue and for which we provide a guarantee to the lender.


			Exhibit Number			Description
			4.1			Supplemental Indenture, dated December 2 6 , 2021, by and between CURO Group Holdings Corp. and TMI Trust Company
			99.1			Press Release, dated December 28, 2021
			99.2			Presentation regarding the Acquisition and fourth quarter 2021 outlook
			104			Cover Page Interactive Data File (embedded within the Inline XBRL document)