Item 2.01 - Completion of Acquisition or Disposition of Assets
On November 5, 2009, EZCORP, Inc. completed its acquisition of 108,218,000 newly
issued ordinary shares of Cash Converters International Limited, a public
company headquartered in Perth, Australia. The core business of Cash Converters
is the ownership and franchising of retail and financial services stores, which
operate as retailers of second hand goods and suppliers of financial products.
The acquisition was completed in accordance with the terms of the previously
announced Subscription Agreement, dated as of August 17, 2009, between EZCORP
and Cash Converters, a copy of which appears as Exhibit 10.1 to EZCORP's Current
Report on Form 8-K filed on August 18, 2009. Completion of the acquisition
follows approval of the transaction by the shareholders of Cash Converters at a
general meeting of shareholders held on October 29 in Perth.
Pursuant to the Subscription Agreement, EZCORP paid AUS $0.50 per share, for a
total investment of AUS $54,109,000 (approximately $49.4 million U.S.). EZCORP
funded the investment primarily with cash on hand. The acquired shares represent
approximately 30% of the outstanding ordinary shares of Cash Converters. The
Cash Converters shares are listed on the Australian Stock Exchange under the
symbol "CCV" and on the London Stock Exchange under the symbol "CCVU."
The terms of the investment limit the size of the Cash Converters board of
directors to a total of five members and entitle EZCORP to nominate two of those
five directors. In connection with completion of the investment, William C. Love
and Joseph J. Beal, both members of the EZCORP board of directors, have been
appointed to serve on the Cash Converters board. In addition, the terms of the
investment provide that one of EZCORP's board nominees may fill the position of
chairman of the board if and when that position becomes vacant. The right to
maintain two board nominees and to fill the position of chairman will continue
as long as EZCORP owns at least 20% of the outstanding ordinary shares of Cash
Converters.
On November 5, 2009, EZCORP issued a press release announcing the completion of
the investment. A copy of that press release is attached as Exhibit 99.1.
Item 2.02 - Results of Operations and Financial Condition
On November 5, 2009, EZCORP, Inc. issued a press release announcing its results
of operations and financial condition for the fiscal quarter and fiscal year
ended September 30, 2009. A copy of that press release is attached as
Exhibit 99.2.
The information set forth under this Item 2.02, including Exhibit 99.2, shall
not be deemed "filed" for purposes of Section 18 of the Securities Exchange Act
of 1934 or otherwise subject to the liabilities of that section, and shall not
be deemed to be incorporated by reference in any filing made by EZCORP under the
Securities Act of 1933 or the Securities Exchange Act of 1934.
Item 9.01 Financial Statements and Exhibits.
(d) Exhibits.
10.1 Subscription Agreement, dated as of August 17, 2009, between EZCORP, Inc.
and Cash Converters International Limited (incorporated by reference to
Exhibit 10.1 of EZCORP's Current Report on Form 8-K filed on August 18,
2009, Commission File No. 0-19424)
99.1 Press Release, dated November 5, 2009, announcing completion of EZCORP,
Inc.'s investment in Cash Converters International Limited
99.2 Press Release, dated November 5, 2009, announcing EZCORP, Inc.'s results of
operations and financial condition for the fiscal quarter and fiscal year
ended September 30, 2009
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