LONDON: FirstCash Holdings Inc. has finalized terms for its acquisition of British pawnbroker H&T Group plc through Chess Bidco Limited, an indirect wholly owned subsidiary.
Under the agreement, Bidco will purchase H&T’s entire issued and to-be-issued share capital in a cash deal structured as a scheme of arrangement under Part 26 of the Companies Act 2006.
H&T shareholders will receive 661 pence per share, comprising 650 pence in cash from Bidco and an 11-pence final dividend, set to be paid June 27, pending shareholder approval on May 15.
The acquisition price represents a 44% premium over H&T’s latest closing price of 458 pence per share, with a 71% premium over the three-month volume-weighted average closing price and 78% over the six-month average.
H&T’s board has backed the deal, marking a major expansion for FirstCash into the U.K. market.
FirstCash Holdings Inc. has agreed to acquire H&T Group plc for £297 million, valuing the UK pawnbroker’s total issued and to-be-issued share capital. The deal implies an enterprise value of £351 million, excluding IFRS 16 accounting adjustments.
The acquisition will proceed via a Court-sanctioned scheme of arrangement under Part 26 of the Companies Act 2006.
Should any additional dividend or distribution be declared before completion—beyond the approved 11 pence per share final dividend—Bidco will reduce its payout accordingly. Shareholders will retain any excess amounts.
FirstCash, a leading pawn operator in the US and Latin America, has expanded aggressively, adding 1,365 stores since 2017. H&T presents a key opportunity for FirstCash to enter the UK market, enhancing its scale, operational leverage, and geographic reach while bringing experienced UK leadership into its portfolio.
The combined entity will become the largest publicly traded pawn platform across the US, Latin America, and the UK.
H&T’s directors unanimously back the deal, considering it a strong financial opportunity for shareholders to secure an immediate cash return at a significant premium to recent trading prices. Independent advisors Canaccord Genuity and Shore Capital have deemed the terms fair and reasonable under Rule 3 of the UK Takeover Code.
Having rejected previous bids, H&T’s board engaged in extensive negotiations, securing multiple improved proposals before agreeing on the final offer.
While the board remains confident in H&T’s long-term prospects as an independent entity, it acknowledges execution risks in delivering sustained shareholder value.
H&T shareholders will vote on the proposal at a Court Meeting and General Meeting, with directors who hold shares already committing their support.
Commenting on the Acquisition, Rick L. Wessel (CEO of FirstCash) said: “We are excited to add H&T, the leading pawn operator in the United Kingdom, as part of FirstCash’s global platform. This strategic transaction provides an entry into a significant new market, which we believe will unlock additional growth opportunities for FirstCash. We have great confidence in H&T’s continued success, given their proven track record, coupled with their experienced management and operations team. FirstCash looks forward to working together to drive long-term value for all of our customers, employees, and shareholders.”