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Regional Management trades in strong IPO

by Taina Rosa  |  Published March 29, 2012 at 9:25 AM
Pre-IPO-stock-options-granted-by-a-spinoff227.jpgConsumer finance company Regional Management Corp. priced its initial public offering Tuesday at $15 per share, below target but still high enough to give its private equity backers sizable returns.

The company's 4.2 million share offering raised a total of $63 million in gross proceeds. It priced below its $17 to $19 target range, the only one of three IPOs Tuesday to price below target. (The two others were organic food company Annie's Inc. and mobile communications provider Vocera Communications Inc.)

Greenville, S.C.-based Regional Management provides installment, auto, furniture and home appliance loans to underbanked consumers in six southeastern and southwestern U.S. states. Still, shares opened at $17, up 13% from the IPO price, and traded as high as $17.72 on its first day of trading Wednesday. They closed at $16.46.

At $15 per share, its market value is around $189 million and enterprise value would be about $421 million.

Palladium Equity Partners LLC and Parallel Investment Partners LLC sold just over 1 million shares together. The sponsors paid $4.16 per share of equity in acquiring a majority stake in March 2007. At $15 per share, they are showing a 3.6 times realized and unrealized return on cost.

New York-based Palladium reduced its stake to 31.5%, from 48.1%, while Dallas-based Parallel's stake stands at 18%, down from 27.5%. The company sold the rest of the shares, which are traded on the New York Stock Exchange under the symbol RM.

At the time of the buyout, Regional issued $25 million of mezzanine debt at an interest rate of 18.375%, plus related fees.

Proceeds of the IPO will go toward repaying the $25.8 million outstanding in this mezzanine debt, plus accrued and unpaid interest, and to make a $1.1 million payment for the termination of advisory and consulting agreements. Proceeds will also be used to repay $16.2 million of outstanding borrowings, plus accrued and unpaid interest, under the senior revolving credit facility, according to the prospectus.

The underwriters have a 30-day greenshoe option to purchase up to an additional 175,000 shares from the company and an additional 455,000 shares from the selling stockholders on the same terms and conditions to cover overallotments, if any, according to the prospectus. If the underwriters exercise this option, Palladium's stake will be cut to 29% and Parallel's will be reduced to 16.5%.

Regional Management posted Ebitda of $47 million on revenue of $105.2 million in 2011, up from Ebitda of $36.5 million on $86.8 million in 2010. In S-1 filings, Regional Management said revenue from interest, fees, insurance and other income, increased to $86.8 million in 2010, from $66.7 million in 2008 and $72.81 million in 2009. Net income rose to $16.4 million from $6.5 million in 2008 and $9.87 million in 2009.

Net income was boosted by a 57.8% increase in insurance income in 2010 attributed to growth in loans and higher acceptance of insurance products in connection with loans.

So far 2012 has been a busy year for private equity-backed companies going public. In the year to March 28, 22 venture capital- and private equity-backed IPOs have taken place in the U.S.

In the year up to March 28, 36 U.S. companies have priced IPOs, up 28.6% from the prior year, according to Renaissance Capital.

Also, IPOs of U.S.-based companies have raised $4.8 billion so far this year, down 60.8% from 2011, Renaissance Capital data shows.

Jefferies & Co. and Stephens Inc. acted as lead managers for the IPO. JMP Securities LLC and BMO Capital Markets Corp. were joint lead managers of the proposed offering.

Joshua Ford Bonnie and Lesley Peng of Simpson Thacher & Bartlett LLP advised the issuer. White & Case LLP's Colin Diamond represented the underwriters.

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Tags: BMO Capital Markets Corp. | Colin Diamond | greenshoe option | IPO | Jefferies & Co. | JMP Securities LLC | Joshua Ford Bonnie | Lesley Peng | Palladium Equity Partners LLC | Parallel Investment Partners LLC | Regional Management Corp. | Simpson Thacher & Bartlett LLP | Stephens Inc. | White & Case LLP

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Taina Rosa

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