Everyday People Financial Announces Letter of Intent with Zinc Group
- Potential to expand Everyday People’s business process outsourcing services with another UK revenue cycle management company with established global reach.
- Potential to increase brand recognition to clients and consumers that would benefit from Everyday People’s credit products and financial literacy programs.
Edmonton, Alberta — (Newsfile Corp. – July 31 , 2023) – Everyday People Financial Corp. (TSX-V: EPF) (“Everyday People” or the “Company”), a Canadian-based financial services company, today announced that it has entered into a non-binding letter of intent on July 28, 2023 (“LOI”), with Zinc Group Limited (“Zinc Group” or “Zinc”), one of United Kingdom’s foremost providers of accounts receivable management services, which outlines the general terms and conditions of the proposed acquisition (the “Proposed Transaction”) by BPO Collections Limited, a UK subsidiary of Everyday People (“BPO”), of 100% of the issued and outstanding shares in the capital of Zinc Group (the “Zinc Group Shares”).
Founded in 2008, the Zinc Group was established to provide credit control, recovery management and business process outsourcing in business and consumer markets. They are the second largest privately owned revenue cycle management agency in the UK, with offices in both Glasgow and Stratford-upon-Avon. The Zinc Group works with some of the largest national and international brands across multiple industry segments, and by delivering outstanding customer offerings, is one of the fastest-growing consumer and commercial credit management receivables companies in the UK.
The Zinc Group specialises in all aspects of financial recovery, and focuses on creating market-leading, innovative customer engagement models in order to deliver exceptional customer management. They are led by one of the most experienced senior management teams in the industry and have won several industry-recognised awards for their performance in innovation and new technologies. The Zinc Group manages revenue cycle management through multiple industry sectors including banking and financial, utilities, telecoms, insurance, private health care, motor finance and commercial debt.
The Zinc Group also owns and operates the Complete Credit Consultancy. In these unprecedented times wherein clients and customers need additional support and guidance, Zinc helps clients understand the various ways of managing credit and debt issues when they arise. Zinc has the expertise to understand a client’s unique situation and guide them to their best-case outcome with the least stress and financial worry.
“As a personalized approach becomes increasingly more effective, we believe the Zinc Group has the experience and industry recognition to deliver results by offering a compelling new opportunity for the credit Industry,” said Barret Reykdal, CEO of Everyday People. “In addition, Zinc’s approach of building long term relationships with clients fits with the Company’s mission to help everyday people be their best financial selves.”
Details of the Proposed Transaction
Pursuant to the terms and conditions of the LOI, BPO and the shareholders of Zinc Group will negotiate and enter into a definitive agreement (the “Definitive Agreement”) incorporating the principal terms of the Proposed Transaction as described in the LOI. The Definitive Agreement is anticipated to include terms and conditions customary for transactions of this nature, including customary representations and warranties, covenants, conditions, and termination provisions. However, there is no assurance that a Definitive Agreement will be successfully negotiated or entered into.
Pursuant to the terms of the LOI, it is anticipated that BPO will acquire the Zinc Group Shares in exchange for an aggregate purchase price of up to approximately £15.6 million, subject to adjustment in accordance with the terms to be set forth in the Definitive Agreement, a £9.7 million of which shall be payable in cash on the closing date of the Proposed Transaction and £3.9 million of which shall be payable in common shares in the capital of Everyday People (“Common Shares”) at a deemed price of $1.00 per Common Share in accordance with the terms to be set forth in the Definitive Agreement, including certain earnout provisions to be set forth therein. A further £2.0 million in cash, may be paid out to the shareholders of Zinc Group in two payments up to £1.0 million each, based on achieving a minimum of £2.6 million pursuant to certain financial metrics under the earnout provisions set forth in the Definitive Agreement. The Proposed Transaction is an arm’s-length transaction, the Company will not assume any long-term debt, and no finder’s fee are to be paid, in connection with the Proposed Transaction. The issuance of any Common Shares under the Proposed Transaction will not result in any new insiders or control persons of Everyday People. Shareholder approval of the Proposed Transaction is not required as, in accordance with TSX-V Policy 5.2.
Completion of the Proposed Transaction is subject to a number of conditions, including, but not limited to: (i) the negotiation and execution of the Definitive Agreement; (ii) no material adverse change having occurred; (iii) all major collections agreements, all key service agreements, including IT services, and all leases being maintained, and any required consent to change of control contained therein being obtained; (iv) key personnel accepting a position with BPO following completion of the Proposed Transaction; (v) all licenses for collections remaining valid and the relevant authorities approving the change of control; (vi) Zinc Group being free of all debt and encumbrances; and (vii) receipt of requisite third party and regulatory approvals, including the acceptance of the TSX Venture Exchange and the Financial Conduct Authority (“FCA”) in the UK.
Any Common Shares issued in connection with the Proposed Transaction will be subject to a four month hold period from the date of issuance in accordance with applicable Canadian securities laws.
Zinc Group Financial Results for the Year Ended May 31, 2022
Based on Zinc Group’s unaudited consolidated financial statements for the year ended May 31, 2022, Zinc Group’s turnover was £10,945,753 and operating profit for the period was £1,976,360. Zinc Group’s unaudited consolidated financials were prepared in accordance with financial reporting standard applicable in the UK and Republic of Ireland.
About Everyday People Financial Corp.
Everyday People is a financial services company founded on the belief that everyone deserves access to affordable credit and the opportunity for homeownership. Through its technology driven ecosystem and specialty credit solutions, the company manages credit and prepaid card programs, homeownership facilitation and payment management services. The company’s mission is to help their clients be their best financial selves with credit products and services that help everyday people add value to their everyday lives.
For more information visit: www.everydaypeoplefinancial.com.
Chief Executive Officer
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Cautionary Note Regarding Forward-Looking Statements
This news release includes certain “forward-looking statements” or “forward-looking information” (collectively referred to hereafter as “forward-looking statements”) under applicable Canadian securities legislation. Forward-looking statements include, but are not limited to, statements with respect to the structure and terms of the Acquisition, timing for completion of the Acquisition, timing for receipt of required third party and regulatory approvals, including the acceptance of the Exchange, the ability of the parties to satisfy the conditions of the Acquisition in the required timeframes or at all, the ability of the Company to complete the Acquisition on the terms announced or at all, and the business, plans and operations of the Company. Forward-looking statements are necessarily based upon a number of estimates and assumptions that, while considered reasonable, are subject to known and unknown risks, uncertainties and other factors which may cause the actual results and future events to differ materially from those expressed or implied by such forward-looking statements. Such factors include, but are not limited to, the timely receipt of all required third party and regulatory approvals, including the acceptance of the Exchange, the inability to satisfy the conditions required to complete the Acquisition, termination of the Purchase Agreement, expectations and assumptions concerning the Company, and the acquired businesses, as well as other risks and uncertainties, including those described in the documents filed by the Company on SEDAR at www.sedar.com. There can be no assurance that such statements will prove to be accurate, as actual results and future events could differ materially from those anticipated in such statements. Accordingly, readers should not place undue reliance on forward-looking statements. The Company disclaims any intention or obligation to update or revise any forward-looking statements, whether as a result of new information, future events or otherwise, except as required by law.
Neither TSX Venture Exchange nor its Regulation Services Provider (as that term is defined in the policies of the TSX Venture Exchange) accepts responsibility for the adequacy or accuracy of this release.