Regional Management Corp. (NYSE:RM) Files An 8-K Regulation FD Disclosure

Regional Management Corp. (NYSE:RM) Files An 8-K Regulation FD Disclosure
Item 7.01. Regulation FD Disclosure.

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In connection with the private offering of the Notes (as defined below) described under Item 7.01 of this Current Report on Form 8-K, the Company is disclosing certain information to certain potential investors in a preliminary private placement memorandum, dated June18, 2018 (the “Private Placement Memorandum”). to Regulation FD, excerpts of the Private Placement Memorandum are attached to this Current Report on Form 8-K as Exhibit 99.1, which is incorporated herein by reference.

This Form 8-K, including Exhibit 99.1, may contain certain forward-looking statements that are based largely on the Company’s current expectations. Forward-looking statements are subject to certain risks and uncertainties that could cause actual results and achievements to differ materially from those expressed or implied in the forward-looking statements. For more information about these forward-looking statements and the related risks, please refer to the section entitled “Forward-Looking Statements” in the Company’s Annual Report on Form 10-K.

The information set forth in this Item 7.01 of this Current Report on Form 8-K, including Exhibit 99.1 hereto, shall not be deemed “filed” for purposes of Section18 of the Securities Exchange Act of 1934, as amended (the “Exchange Act”), or otherwise subject to the liabilities of that section. The information in this Item 7.01 of this Current Report on Form 8-K shall not be deemed to be incorporated by reference in any filing under the Securities Act of 1933, as amended (the “Securities Act”), or the Exchange Act, except as expressly set forth by specific reference in such filing.

On June18, 2018, Regional Management Corp. (the “Company”) commenced a private offering of $150million of asset-backed notes (the “Notes”), the closing of which is subject to market conditions and other factors. To facilitate the private offering, the Company formed Regional Management Receivables, III, LLC, a Delaware limited liability company, to act as the depositor (the “Depositor”), and the Depositor formed Regional Management Issuance Trust 2018-1, a Delaware statutory trust (the “Issuer”). The Depositor and the Issuer are special purpose subsidiaries of the Company. The Notes will be issued by the Issuer.

The Notes will be offered in the United States to qualified institutional buyers under Rule 144A under the Securities Act. The Notes will not be registered under the Securities Act or any state securities laws, and, unless so registered, may not be offered or sold in the United States absent registration or an applicable exemption from registration requirements. The information in this Form 8-K, including Exhibit 99.1, does not constitute an offer to sell or a solicitation of an offer to buy the securities described herein, nor shall there be any sale of these securities in any state or other jurisdiction in which such an offer, solicitation, or sale would be unlawful prior to registration or qualification under the securities laws of any such jurisdiction.

Item 7.01. Financial Statements and Exhibits.

(d) Exhibits.


Regional Management Corp. Exhibit
EX-99.1 2 d533017dex991.htm EX-99.1 EX-99.1 Exhibit 99.1 REGIONAL CONSUMER LOAN BUSINESS Regional Management Corp. (collectively with its subsidiaries,…
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About Regional Management Corp. (NYSE:RM)

Regional Management Corp. is a diversified specialty consumer finance company. The Company provides a range of loan products primarily to customers with limited access to consumer credit from banks, thrifts, credit card companies and other traditional lenders. Its products include small loans, large loans, automobile loans, retail loans and optional credit insurance products. The Company operates offices in over 300 locations in the states of Alabama, Georgia, New Mexico, North Carolina, Oklahoma, South Carolina, Tennessee and Texas under the names Regional Finance, RMC Financial Services, Anchor Finance and RMC Retail. The loan products are secured, structured on a fixed rate, fixed term basis with fully amortizing equal monthly installment payments and repayable at any time without penalty. Its loans are sourced through multiple channel platforms, including its branches, direct mail campaigns, independent and franchise automobile dealerships, retailers, and the consumer Website.

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