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SIOUX FALLS, S.D.,
Aug. 20, 2012 /PRNewswire/ -- Meta Financial Group, Inc.
® (the "Company") (NASDAQ: CASH) today announced that it entered into separate purchase agreements on
August 16, 2012, under which the Company has agreed to sell to investors an aggregate of approximately 1,560,000 shares of the Company's common stock, for total consideration of approximately
$34.2 million, or
$21.91 per share. The price per share was based on the volume weighted average prices of the Company's common stock on the NASDAQ Stock Market over a recent 20 trading day period.
The Company entered into nine separate purchase agreements with the following investors: an affiliate of Altamont Capital Partners, affiliates of Philadelphia Financial Management of
San Francisco, LLC, and NetSpend Holdings, Inc., each of which is an existing stockholder of the Company; an affiliate of Brookside Equity Partners LLC; an affiliate of JTH Holding Inc., parent of Liberty Tax Service; affiliates of Weintraub Capital Management, L.P.; affiliates of Harvest Capital Strategies LLC; and other institutional and individual investors.
The Company will invest at least 90% of the net proceeds from these issuances to further capitalize MetaBank, the Company's wholly-owned subsidiary, which will qualify as tangible common equity and Tier 1 capital, in order to support expected significant growth in existing Meta Payment Systems programs, and the remainder of the net proceeds will be used by the Company for general corporate purposes.
J. Tyler Haahr, Chairman, President and Chief Executive Officer of the Company and MetaBank, commented, "We are pleased by the confidence in the Company expressed by our existing stockholders who have agreed to purchase additional common shares, as well as by the large institutional investors and our strategic partners who will be making investments in the Company upon the closings of these proposed private placement transactions."
The closings of the proposed private placement transactions are subject to stockholder approval of an amendment to the Company's Certificate of Incorporation to, among other things, increase the number of authorized shares of common stock, as well as approval of the proposed private placement transactions as required under NASDAQ Stock Market Rules. A special meeting of the Company's stockholders is currently scheduled for late September 2012. In addition to stockholder approval, the closings of the proposed private placement transactions are subject to certain customary conditions, including the non-occurrence of a material adverse effect as to the Company. Assuming the satisfaction of the closing conditions, the Company anticipates that the proposed private placement transactions will close as soon as practicable following stockholder approval. The specific number of shares of common stock to be issued at the closings under certain of the purchase agreements is subject to adjustment based on the number of shares of common stock outstanding immediately prior to such closings.