Jefferson Capital Announces Launch of Secondary Public Offering and Concurrent Share Repurchase
Rhea-AI Summary
Jefferson Capital (Nasdaq: JCAP) announced on January 5, 2026 that certain existing stockholders intend to sell 10,000,000 shares in an underwritten secondary offering, with underwriters holding a 30‑day option to buy up to 1,500,000 additional shares at the public offering price less underwriting discounts and commissions.
Concurrently, Jefferson Capital intends to purchase 3,000,000 shares from the underwriters at the same per‑share price; the repurchased shares will be retired and no longer outstanding. Proceeds from the offering will go to the selling stockholders. The transactions are subject to customary closing conditions and effectiveness of a Form S‑1 registration statement.
Positive
- Selling stockholders offering 10,000,000 shares
- Underwriters' 30‑day option for up to 1,500,000 shares
- Company intends to repurchase and retire 3,000,000 shares
Negative
- Secondary offering may increase near‑term free float by at least 10,000,000 shares
- Company repurchase contingent on offering effectiveness and closing conditions
News Market Reaction
On the day this news was published, JCAP gained 4.12%, reflecting a moderate positive market reaction. Argus tracked a trough of -7.4% from its starting point during tracking. Our momentum scanner triggered 9 alerts that day, indicating moderate trading interest and price volatility. This price movement added approximately $53M to the company's valuation, bringing the market cap to $1.34B at that time. Trading volume was elevated at 2.1x the daily average, suggesting notable buying interest.
Data tracked by StockTitan Argus on the day of publication.
Key Figures
Market Reality Check
Peers on Argus
JCAP slipped 1.03% while peers showed mixed moves: NAVI -1.77%, ATLC -1.59%, LX -3.86% versus ECPG +2.64% and EZPW +2.50%, suggesting stock-specific factors around the secondary and buyback.
Historical Context
| Date | Event | Sentiment | Move | Catalyst |
|---|---|---|---|---|
| Dec 04 | Acquisition completion | Positive | -2.4% | Closed Bluestem credit card portfolio acquisition with defined purchase price and ERC. |
| Nov 13 | Earnings results | Positive | +2.7% | Reported strong Q3 2025 growth in collections, ERC, revenue and income. |
| Oct 30 | Earnings announcement | Positive | +2.4% | Scheduled Q3 2025 results release and webcast for investors. |
| Oct 28 | Credit facility amend | Positive | -1.7% | Amended and upsized credit facility with higher commitments and lower margins. |
| Oct 27 | Acquisition agreement | Positive | +3.5% | Signed agreement to buy Bluestem credit card portfolio with defined purchase and face value. |
Recent positive corporate actions and growth updates have produced mixed price reactions, with both aligned and divergent moves following favorable news.
This announcement follows a series of balance sheet and growth developments. In late 2025, Jefferson Capital expanded via Bluestem credit card portfolio agreements and completion, alongside an upsized $1.0B revolving credit facility with reduced pricing and extended maturity. Q3 2025 results highlighted strong collections, revenue growth, and improved leverage, with generally supportive price reactions. However, some acquisition and financing updates saw short-term pullbacks. Today’s secondary sale by existing holders combined with an issuer share repurchase fits into an ongoing evolution of the capital structure after the recent IPO.
Market Pulse Summary
This announcement outlines a secondary sale of 10,000,000 shares by existing stockholders alongside a concurrent repurchase of 3,000,000 shares that Jefferson Capital plans to retire. No new capital is raised by the company, but the transaction adjusts ownership and share count. In the past six months, the company has focused on portfolio acquisitions, credit facility expansion, and strong Q3 2025 results. Investors may watch closing of the S-1 offering, execution of the buyback, and any follow-on disclosures about capital allocation or further insider liquidity events.
Key Terms
secondary offering financial
underwriters financial
prospectus regulatory
registration statement on form s-1 regulatory
AI-generated analysis. Not financial advice.
MINNEAPOLIS, Jan. 05, 2026 (GLOBE NEWSWIRE) -- Jefferson Capital, Inc. (Nasdaq: JCAP) (“Jefferson Capital”), a leading analytically driven purchaser and manager of charged-off, insolvency and active consumer accounts, today announced that certain of its existing stockholders intend to offer for sale in an underwritten secondary offering 10,000,000 shares of Jefferson Capital’s common stock. In addition, the underwriters of the offering will have a 30-day option to purchase from the selling stockholders up to 1,500,000 additional shares of common stock at the public offering price, less underwriting discounts and commissions. The selling stockholders will receive all of the net proceeds from this offering.
As part of the secondary offering, Jefferson Capital intends to concurrently purchase from the underwriters 3,000,000 shares of common stock at a per-share purchase price equal to the price payable by the underwriters to the selling stockholders in the proposed offering. The repurchased shares of common stock will be retired and will no longer be outstanding after the proposed offering. The completion of the share repurchase is contingent on the satisfaction of customary closing conditions and conditioned upon the completion of the proposed offering.
Jefferies and Keefe, Bruyette & Woods, A Stifel Company, are acting as joint-lead book-running managers for the proposed offering. Citizens Capital Markets, Raymond James, Truist Securities, Capital One Securities, DNB Carnegie, FHN Financial Securities Corp., ING Financial Markets LLC, KeyBanc Capital Markets, Regions Securities LLC, Synovus Securities, Inc. and Texas Capital Securities are acting as book-running managers for the proposed offering.
The proposed offering will be made only by means of a prospectus. Copies of the preliminary prospectus related to the offering may be obtained, when available, from: Jefferies LLC, at Attention: Equity Syndicate Prospectus Department, 520 Madison Avenue, New York, NY 10022, by telephone at 877-821-7388, or by email at prospectus_department@jefferies.com; or Keefe, Bruyette & Woods, Inc. by telephone at (800) 966-1559, or by e-mail at USCapitalMarkets@kbw.com.
A registration statement on Form S-1 relating to the proposed sale of these securities has been filed with the U.S. Securities and Exchange Commission but has not yet become effective. These securities may not be sold, nor may offers to buy be accepted, prior to the time the registration statement becomes effective.
This press release shall not constitute an offer to sell or the solicitation of an offer to buy these securities, nor shall there be any sale of these securities in any state or jurisdiction in which such offer, solicitation or sale would be unlawful prior to registration or qualification under the securities laws of any such state or jurisdiction.
About Jefferson Capital, Inc.
Founded in 2002, Jefferson Capital is an analytically driven purchaser and manager of charged-off, insolvency and active consumer accounts with operations in the United States, Canada, the United Kingdom and Latin America. It purchases and services both secured and unsecured assets, and its growing client base includes Fortune 500 creditors, banks, fintech origination platforms, telecommunications providers, credit card issuers and auto finance companies. Jefferson Capital is headquartered in Minneapolis, Minnesota with additional offices and operations located in Sartell, Minnesota, Denver, Colorado and San Antonio, Texas (United States); Basingstoke, England, London, England and Paisley, Scotland (United Kingdom); London, Ontario and Toronto, Ontario (Canada); as well as Bogota (Colombia).
Contacts
Investor Relations
IR@jcap.com
Media Relations
Doug.Donsky@icrinc.com
Use of Forward-Looking Statements
This press release contains forward-looking statements within the meaning of Section 21E of the Securities Exchange Act of 1934, as amended, and in the U.S. Private Securities Litigation Reform Act of 1995. All statements contained in this press release that do not relate to matters of historical fact should be considered forward-looking statements. These statements are neither promises nor guarantees, but involve known and unknown risks, uncertainties and other important factors that may cause our actual results, performance or achievements to be materially different from any future results, performance or achievements expressed or implied by the forward-looking statements, including, but not limited to, the following: a deterioration in the economic or inflationary environment in the United States, Canada, the United Kingdom or Latin America, including the interest rate environment; our ability to replace our portfolios of nonperforming loans with additional portfolios sufficient to operate efficiently and profitably; our ability to collect sufficient amounts on our nonperforming loans to fund our operations; the possibility that third parties we rely on to conduct collection and other activities fail to perform their services; the possibility that we could recognize significant decreases in our estimate of future recoveries on nonperforming loans; changes in, or interpretations of, federal, state, local, or international laws, including bankruptcy and collection laws, or changes in the administrative practices of various bankruptcy courts, which could negatively impact our business or our ability to collect on nonperforming loans; goodwill impairment charges that could negatively impact our net income and stockholders’ equity; our ability to comply with existing and new regulations of the collection industry, the failure of which could result in penalties, fines, litigation, damage to our reputation, or the suspension or termination of or required modification to our ability to conduct our business; adverse outcomes in pending or future litigation or administrative proceedings; the possibility that class action suits and other litigation could divert management’s attention and increase our expenses; investigations, reviews, or enforcement actions by governmental authorities, including the Consumer Financial Protection Bureau, which could result in changes to our business practices, negatively impact our deployment volume, make collection of account balances more difficult, or expose us to the risk of fines, penalties, restitution payments, and litigation; the possibility that compliance with complex and evolving international and United States laws and regulations that apply to our international operations could increase our cost of doing business in international jurisdictions; our ability to comply with data privacy regulations such as the General Data Protection Regulation; our ability to retain, expand, renegotiate or replace our credit facility and our ability to comply with the covenants under our financing arrangements; our ability to refinance our indebtedness; our ability to service our outstanding indebtedness; changes in interest or exchange rates, which could reduce our net income, and the possibility that future hedging strategies may not be successful; and the possibility that we could incur business or technology disruptions or cybersecurity incidents. These and other important factors discussed under the caption “Risk Factors” in our Form S-1 filed with the SEC on January 5, 2026, in our Form 10-Q filed with the SEC on November 14, 2025 and our other filings with the SEC, could cause actual results to differ materially from those indicated by the forward-looking statements made in this press release. Any such forward-looking statements represent management’s estimates as of the date of this press release. While we may elect to update such forward-looking statements at some point in the future, we disclaim any obligation to do so, even if subsequent events cause our views to change.
FAQ
What is Jefferson Capital's (JCAP) secondary offering announced on January 5, 2026?
How many shares will Jefferson Capital (JCAP) repurchase and retire as part of the transaction?
Who receives the proceeds from the JCAP secondary offering?
When will the JCAP offering become effective and can the shares be sold now?
Which banks are leading the Jefferson Capital (JCAP) offering?
Does the Jefferson Capital (JCAP) repurchase depend on any conditions?
