SECURITY AGREEMENT among CURO GROUP HOLDINGS CORP., CERTAIN SUBSIDIARIES OF CURO GROUP HOLDINGS CORP. and ALTER DOMUS (US) LLC, as COLLATERAL AGENT Dated as of May 15, 2023Security Agreement • May 16th, 2023 • CURO Group Holdings Corp. • Finance services
This SECURITY AGREEMENT, dated as of May15, 2023, is made by each of the undersigned assignors (each, an “Assignor” and, together with any other entity that becomes an assignor hereunder pursuant to Section 10.12 hereof, the “Assignors”) in favor of Alter Domus (US) LLC, as collateral agent (together with any successor collateral agent or assign and any co-collateral agents, in such capacity, the “Collateral Agent”), for the benefit of the Secured Parties (as defined below). Certain capitalized terms as used herein are defined in Article IX hereof. Except as otherwise defined herein, all capitalized terms used herein and defined in the Loan Agreement (as defined below) shall be used herein as therein defined.
Dated as of May 12, 2023 among CURO CANADA RECEIVABLES II LIMITED PARTNERSHIP, by its general partner, CURO CANADA RECEIVABLES II GP INC., as Borrower and The Lenders Party Hereto and MIDTOWN MADISON MANAGEMENT LLC as Administrative Agent ASSET-BACKED...Asset-Backed Revolving Credit Agreement • May 16th, 2023 • CURO Group Holdings Corp. • Finance services • Ontario
This CREDIT AGREEMENT is made as of May 12, 2023 (this "Agreement") among CURO Canada Receivables II Limited Partnership, as the Borrower, the Lenders party hereto and Midtown Madison Management LLC, as the Administrative Agent.
SALE AND SERVICING AGREEMENT Dated as of May 12, 2023 among CURO CANADA RECEIVABLES II LIMITED PARTNERSHIP, by its general partner, CURO CANADA RECEIVABLES II GP INC. as Purchaser and CURO CANADA CORP. as Seller and Servicer and LENDDIRECT CORP. as...Sale and Servicing Agreement • May 16th, 2023 • CURO Group Holdings Corp. • Finance services • Ontario
THIS SALE AND SERVICING AGREEMENT dated as of May 12, 2023 (as amended, restated, supplemented or otherwise modified from time to time, this "Agreement") is made among the Purchaser, the Servicers and the Sellers.
PLEDGE AGREEMENT among CURO GROUP HOLDINGS CORP., CERTAIN SUBSIDIARIES OF CURO GROUP HOLDINGS CORP. and ALTER DOMUS (US) LLC, as COLLATERAL AGENT Dated as of May 15, 2023Pledge Agreement • May 16th, 2023 • CURO Group Holdings Corp. • Finance services
This PLEDGE AGREEMENT (as amended, restated, amended and restated, supplemented or otherwise modified from time to time, this “Agreement”), dated as of May 15, 2023, is among each of the undersigned pledgors (each, a “Pledgor” and, together with any other entity that becomes a pledgor hereunder pursuant to Section 30 hereof, the “Pledgors”) and Alter Domus (US) LLC, as Collateral Agent, for the benefit of the Secured Parties. Except as otherwise defined herein, all capitalized terms used herein and defined in the Loan Agreement (as defined below) shall be used herein as therein defined.
CURO Group Holdings Corp. as the Issuer and the Guarantors party hereto aggregate principal amount of 7.500% SENIOR 1.5 LIEN SECURED NOTES DUE 2028 INDENTURE Dated as of May 15, 2023 U.S. Bank Trust Company, National Association as Trustee and...Indenture • May 16th, 2023 • CURO Group Holdings Corp. • Finance services • New York
INDENTURE dated as of May 15, 2023, among CURO Group Holdings Corp., a Delaware corporation (and any successor thereto, the “Company”), the Guarantors (as defined herein) from time to time party hereto and U.S. Bank Trust Company, National Association, as trustee and collateral agent.
LIMITED GUARANTYLimited Guaranty • May 16th, 2023 • CURO Group Holdings Corp. • Finance services • New York
This LIMITED GUARANTY, dated as of May 12, 2023 (this “Limited Guaranty”), is made by CURO GROUP HOLDINGS CORP. (the “Guarantor”) in favor of MIDTOWN MADISON MANAGEMENT LLC (“Midtown Madison”), as administrative agent for the Lenders (in such capacity, the “Agent”).
INTERCREDITOR AGREEMENTIntercreditor Agreement • May 16th, 2023 • CURO Group Holdings Corp. • Finance services • New York
THIS INTERCREDITOR AGREEMENT (this “Intercreditor Agreement”), dated as of May 15, 2023, is by and among, U.S. BANK TRUST COMPANY, NATIONAL ASSOCIATION, as collateral agent under the 1.5 Lien Indenture (as hereinafter defined) for itself and the other 1.5 Lien Creditors (as hereinafter defined) (together with its successors and assigns, in such capacity, “1.5 Lien Agent”), and TMI TRUST COMPANY, as collateral agent under the Second Lien Indenture (as hereinafter defined) for itself and the other Second Lien Creditors (as hereinafter defined) (together with its successors and assigns, in such capacity, “Second Lien Agent”).
EXCHANGE AGREEMENTExchange Agreement • May 16th, 2023 • CURO Group Holdings Corp. • Finance services
THIS EXCHANGE AGREEMENT (this “Agreement”) is made and entered into as of May 15, 2023 by and among CURO Group Holdings Corp., a Delaware corporation (the “Company”), the other Obligors (as defined herein) and the holders, or investment advisors for the account of holders of the Existing Notes (as defined below), named in Schedule I hereto (each, a “Holder” and, collectively, the “Holders”) of the Company’s 7.500% Senior Secured Notes due 2028 (the “Existing Notes”), which were issued pursuant to the indenture, dated as of July 30, 2021 (the “Existing Indenture”), among the Company, the subsidiary guarantors party thereto (the “Guarantors” and together with the Company, the “Obligors”) and TMI Trust Company, as trustee (in such capacity, the “Existing Notes Trustee”) and collateral agent (in such capacity, the “Existing Notes Collateral Agent”).
INTERCREDITOR AGREEMENTIntercreditor Agreement • May 16th, 2023 • CURO Group Holdings Corp. • Finance services
NOW THEREFORE, for value received and in order to induce the Agents, the Atalaya Lenders and the WAM Lender to advance credit, make loans or provide financial accommodations to and purchase loans from their respective Debtor, in each case under the agreements to which they are or will become a party with their respective Debtor, the parties hereto agree with each other as follows:
FIRST LIEN CREDIT AGREEMENT dated as of May 15, 2023 among CURO GROUP HOLDINGS CORP. as the Borrower, THE SUBSIDIARIES OF CURO GROUP HOLDINGS CORP. LISTED IN THE SIGNATURE PAGES HERETO as Guarantors, The Lenders Party Hereto, and ALTER DOMUS (US) LLC,...First Lien Credit Agreement • May 16th, 2023 • CURO Group Holdings Corp. • Finance services • New York
This FIRST LIEN CREDIT AGREEMENT is entered into as of May 15, 2023 among CURO GROUP HOLDINGS CORP., a Delaware corporation (the “Borrower”), each Guarantor from time to time party hereto, each Lender from time to time party hereto, and Alter Domus (US) LLC, as administrative agent and collateral agent.
THIRD SUPPLEMENTAL INDENTURESupplemental Indenture • May 16th, 2023 • CURO Group Holdings Corp. • Finance services
This THIRD SUPPLEMENTAL INDENTURE (this “Supplemental Indenture”), dated as of May 15, 2023, is among CURO Group Holdings Corp., a Delaware corporation (the “Issuer”), the guarantors party hereto (the “Guarantors”) and TMI Trust Company, as trustee and collateral agent (the “Trustee”).
INTERCREDITOR AGREEMENTIntercreditor Agreement • May 16th, 2023 • CURO Group Holdings Corp. • Finance services • New York
THIS INTERCREDITOR AGREEMENT (this “Intercreditor Agreement”), dated as of May 15, 2023, is by and among ALTER DOMUS (US) LLC, as collateral agent under the First Lien Credit Agreement (as hereinafter defined), for itself and the other First Lien Creditors (as hereinafter defined), U.S. BANK TRUST COMPANY, NATIONAL ASSOCIATION, as collateral agent under the 1.5 Lien Indenture (as hereinafter defined), for itself and the other 1.5 Lien Creditors (as hereinafter defined) (together with its successors and assigns, in such capacity, “1.5 Lien Agent”), and TMI TRUST COMPANY, as collateral agent under the Second Lien Indenture (as hereinafter defined), for itself and the other Second Lien Creditors (as hereinafter defined) (together with its successors and assigns, in such capacity, “Second Lien Agent”).
