Market Overview

Nicholas to Repurchase Up to $70M of Common Shares Through Modified Dutch Auction

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Nicholas Financial, Inc.
(Nasdaq: NICK) today announced that its principal operating subsidiary intends
to purchase $70.0 million of the Company's Common shares through a modified
"Dutch auction" tender offer that commenced today.

"Today's announcement demonstrates our commitment to driving value creation
for our shareholders," said Ralph T. Finkenbrink, President and Chief
Executive Officer of Nicholas. "In addition to providing a return of capital
to shareholders, this buyback reflects our confidence in the Company. We
remain enthusiastic about the future of Nicholas."

Under the terms of the tender offer, Nicholas' shareholders will have the
opportunity to tender some or all of their shares at a price per share of not
less than $14.60 and not greater than $15.60. Based on the number of shares
tendered and the prices specified by the tendering shareholders, Nicholas will
determine the lowest per share price within the range that will enable it to
purchase $70.0 million in shares, or such lower amount, but not less than
$50.0 million in aggregate value of shares, depending on the number of shares
that are properly tendered and not properly withdrawn. All shares accepted in
the tender offer will be purchased at the same price, regardless of whether a
shareholder tendered such shares at a lower price within the range. At the
minimum price of $14.60 per share, Nicholas would repurchase a maximum of
4,794,521 shares, or approximately 38.9%, of Nicholas' outstanding Common
shares as of February 6, 2015.

The tender offer will expire at 5:00 p.m., New York City time, on March 13,
2015, unless extended or withdrawn. Tenders of shares must be made prior to
the expiration of the tender offer and may be withdrawn at any time prior to
that time.

Nicholas intends to finance the share repurchase from borrowings under its
recently amended credit facility.

Shareholders who have questions may call Janney Montgomery Scott LLC, the
dealer manager for the tender offer, toll free at (800) 526-6397. The
information agent for the tender offer is Morrow & Co., LLC and the depositary
is Computershare Investor Services, Inc. The offer to purchase, the related
letter of transmittal, and the other tender offer materials will be mailed to
Nicholas shareholders shortly after commencement of the tender offer.
Shareholders who have questions or would like additional copies of the tender
offer documents may call the information agent toll free at (855) 223-1287.
Banks and brokers may call collect (203) 658-9400.

Ralph Finkenbrink, Nicholas' President and Chief Executive Officer, and Alton
R. Neal and Scott Fink, non-employee directors, have advised the company that
they intend to tender 100,000, 25,850 and 6,100 shares, respectively, in the
tender offer. Nicholas' remaining directors and executive officers have
advised the company that they do not intend to tender any of their shares in
the tender offer.

Neither Nicholas nor any of its boards of directors, executive officers, the
dealer manager, the information agent or the depositary is making any
recommendation to shareholders as to whether to tender or refrain from
tendering their shares in the tender offer or as to the price or prices at
which shareholders may choose to tender their shares, and has not authorized
any person to do so. Shareholders must decide how many shares they will
tender, if any, and the price or prices within the stated range at which they
will tender their shares. In doing so, shareholders should carefully evaluate
all of the information in the offer to purchase, the related letter of
transmittal, and the other tender offer materials, when available, before
making any decision with respect to the tender offer, and should consult their
own financial, legal and tax advisors and brokers.

Posted-In: News

 

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