FirstCash (NASDAQ: FCFS) upsizes private $750M senior notes deal
Filing Impact
Filing Sentiment
Form Type
8-K
Rhea-AI Filing Summary
FirstCash Holdings, Inc. announced that its wholly owned subsidiary, FirstCash, Inc., has upsized and priced a private offering of $750,000,000 in aggregate principal amount of senior notes due 2034.
The notes bear interest at 6.125% per year, payable semi-annually on May 1 and November 1, beginning November 1, 2026. They are unsecured senior obligations of the issuer and will be guaranteed by FirstCash and certain domestic subsidiaries. Closing is expected on May 1, 2026, subject to customary conditions.
FirstCash intends to use the net proceeds to repay existing indebtedness, provide additional liquidity to fund future growth, and for general corporate purposes. The notes are being sold in a private placement to qualified institutional buyers under Rule 144A and to non-U.S. persons under Regulation S.
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Insights
FirstCash locks in $750M of new 2034 senior debt at 6.125%.
FirstCash is issuing $750,000,000 of unsecured senior notes due 2034 at a fixed rate of 6.125%. The deal size was increased by $150,000,000 from the previously proposed amount, suggesting strong investor demand for the private placement.
The company plans to use proceeds primarily to repay existing indebtedness, while also boosting liquidity for future growth and general corporate purposes. This indicates a refinancing-focused transaction with some flexibility for expansion, but the filing does not quantify how much old debt will be replaced.
The notes are issued under Rule 144A and Regulation S to institutional and non-U.S. investors, with closing expected on May 1, 2026. Future disclosures in periodic reports may provide more detail on the resulting debt mix, interest expense profile and leverage once the transaction is completed.
8-K Event Classification
2 items: 7.01, 9.01
2 items
Item 7.01
Regulation FD Disclosure
Disclosure
Material non-public information disclosed under Regulation Fair Disclosure, often investor presentations or guidance.
Item 9.01
Financial Statements and Exhibits
Exhibits
Financial statements, pro forma financial information, and exhibit attachments filed with this report.
Key Figures
Senior notes size: $750,000,000 aggregate principal amount
Coupon rate: 6.125% per annum
Upsize amount: $150,000,000 increase
+4 more
7 metrics
Senior notes size
$750,000,000 aggregate principal amount
Private offering of senior notes due 2034
Coupon rate
6.125% per annum
Interest rate on senior notes due 2034
Upsize amount
$150,000,000 increase
Increase from previously proposed offering size
Interest payment dates
May 1 and November 1
Semi-annual interest payments beginning November 1, 2026
Expected closing date
May 1, 2026
Anticipated closing of notes offering
Revenue mix context
Over 90% pawn operations
Share of net revenue from pawn operations
Store count
More than 3,300 pawn stores
Operations across U.S., Latin America and U.K.
Key Terms
senior notes, aggregate principal amount, Rule 144A, Regulation S, +2 more
6 terms
senior notes financial
"private offering of $750,000,000 in aggregate principal amount of senior notes due 2034"
Senior notes are a type of loan that a company borrows from investors, promising to pay it back with interest. They are called "senior" because in case the company faces financial trouble, these lenders are paid back before others. This makes senior notes safer for investors compared to other types of loans or bonds.
aggregate principal amount financial
"private offering of $750,000,000 in aggregate principal amount of senior notes"
The aggregate principal amount is the total amount of money borrowed through a bond or loan that the borrower promises to repay. It’s like the original price tag on a loan or bond, showing how much money is involved in the deal. This number matters because it indicates the size of the debt and helps investors understand the scale of the borrowing.
Rule 144A regulatory
"qualified institutional buyers in reliance on the exemption from registration provided by Rule 144A under the Securities Act"
Rule 144A is a regulation that makes it easier for companies to sell private bonds to large investors without going through all the usual rules that apply to public sales. It matters because it helps companies raise money more quickly and privately, often attracting big investors looking for special deals.
Regulation S regulatory
"outside the United States to persons other than “U.S. persons” in reliance on Regulation S under the Securities Act"
Regulation S is a set of rules that allows companies to sell securities (like shares or bonds) to investors outside the United States without having to follow all U.S. securities laws. It matters because it makes it easier for companies to raise money from international investors while still complying with U.S. regulations.
qualified institutional buyers financial
"solely to persons reasonably believed to be qualified institutional buyers in reliance on the exemption from registration"
Qualified institutional buyers are large organizations, like big investment firms or banks, that are allowed to buy certain types of investment opportunities not available to everyday investors. Their size and experience matter because it ensures they understand and can handle complex financial deals, making markets more efficient and secure.
general corporate purposes financial
"for future growth and for general corporate purposes, after payment of fees and expenses related to the offering"
"General corporate purposes" refer to the broad range of activities and expenses a company can use its funds for to support its overall operations and growth. This can include things like paying bills, investing in new projects, or strengthening its financial position. For investors, understanding this term helps clarify how a company plans to use its resources to sustain and expand its business over time.
UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, D.C. 20549
FORM 8-K
Current Report
Pursuant to Section 13 or 15(d) of The Securities Exchange Act of 1934
Date of Report (Date of Earliest Event Reported): April 28, 2026
(Exact name of registrant as specified in its charter)
| (State or other jurisdiction of incorporation) | (Commission File Number) | (IRS Employer Identification No.) | ||||||
(Address of principal executive offices, including zip code)
(817 ) 335-1100
(Registrant’s telephone number, including area code)
Not Applicable
(Former name or former address, if changed since last report)
Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions:
Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425) | |||||
Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12) | |||||
Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b)) | |||||
Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c)) | |||||
Securities registered pursuant to Section 12(b) of the Act:
| Title of each class | Trading Symbol(s) | Name of each exchange on which registered | ||||||
Indicate by check mark whether the registrant is an emerging growth company as defined in Rule 405 of the Securities Act of 1933 (§230.405 of this chapter) or Rule 12b-2 of the Securities Exchange Act of 1934 (§240.12b-2 of this chapter).
Emerging growth company ☐
If an emerging growth company, indicate by check mark if the registrant has elected not to use the extended transition period for complying with any new or revised financial accounting standards provided pursuant to Section 13(a) of the Securities Exchange Act of 1934. ☐
Item 7.01 Regulation FD Disclosure.
On April 28, 2026, FirstCash Holdings, Inc. (the “Company”) issued a press release announcing the pricing of an upsized private offering of $750,000,000 of 6.125% senior notes due 2034 (the “Notes”). A copy of the press release is furnished herewith as Exhibit 99.1 and is incorporated herein by reference.
The information provided in this Item 7.01, including Exhibit 99.1 attached hereto, shall not be deemed “filed” for purposes of Section 18 of the Securities Exchange Act of 1934, as amended, or otherwise subject to the liabilities of that section, nor shall such information be deemed incorporated by reference in any filing under the Securities Act of 1933, as amended, except as shall be expressly set forth by the specific reference in such filing.
Item 9.01 Financial Statements and Exhibits.
| (d) Exhibits: | |||||||||||
| 99.1 | Press release, dated April 28, 2026 | ||||||||||
| 104 | Cover Page Interactive Data File (embedded within the Inline XBRL document contained in Exhibit 101) | ||||||||||
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SIGNATURES
Pursuant to the requirements of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized.
Dated: April 28, 2026 | FIRSTCASH HOLDINGS, INC. | ||||
| (Registrant) | |||||
| /s/ BRIAN D. HOSTETLER | |||||
| Brian D. Hostetler | |||||
| Senior Vice President and Chief Accounting Officer | |||||
| (As Principal Accounting Officer) | |||||
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EXHIBIT 99.1
FirstCash Announces Upsize and Pricing of $750 Million Senior Notes Due 2034
_________________________________________________________________________________________
Fort Worth, Texas (April 28, 2026) -- FirstCash Holdings, Inc. (“FirstCash” or the “Company”) (Nasdaq: FCFS) today announced that the Company’s wholly-owned subsidiary, FirstCash, Inc. (the “Issuer”), has upsized and priced its previously announced private offering of $750,000,000 in aggregate principal amount of senior notes due 2034 (the “Notes”), representing an increase of $150,000,000 in aggregate principal amount from the previously announced proposed offering size. The Notes will pay interest semi-annually at a rate of 6.125% per annum payable on May 1 and November 1 of each year, beginning on November 1, 2026.
The Notes will be unsecured senior obligations of the Issuer and will be guaranteed by FirstCash and its domestic subsidiaries that guarantee its revolving unsecured credit facility and existing senior unsecured notes. The offering of the Notes is expected to close on May 1, 2026, subject to the satisfaction of customary closing conditions.
FirstCash intends to use the proceeds from the offering to repay FirstCash’s existing indebtedness in order to provide additional liquidity to fund future growth and for general corporate purposes, after payment of fees and expenses related to the offering.
The Notes are being offered in a private placement, solely to persons reasonably believed to be qualified institutional buyers in reliance on the exemption from registration provided by Rule 144A under the Securities Act of 1933, as amended (the “Securities Act”), or outside the United States to persons other than “U.S. persons” in reliance on Regulation S under the Securities Act. The Notes have not been registered under the Securities Act or the securities laws of any other jurisdiction and may not be offered or sold in the United States absent registration or an applicable exemption from the registration requirements.
This notice does not constitute an offer to sell the Notes, nor a solicitation of an offer to purchase the Notes, and shall not constitute an offer, solicitation or sale of any security in any jurisdiction in which such offering, solicitation or sale would be unlawful.
Forward-Looking Information
This release contains forward-looking statements, including statements about the Notes offering and the intended use of the net proceeds thereof. Forward-looking statements, as that term is defined in the Private Securities Litigation Reform Act of 1995, can be identified by the use of forward-looking terminology such as “outlook,” “believes,” “projects,” “expects,” “may,” “estimates,” “should,” “plans,” “targets,” “intends,” “could,” “would,” “anticipates,” “potential,” “confident,” “optimistic,” or the negative thereof, or other variations thereon, or comparable terminology, or by discussions of strategy, objectives, estimates, guidance, expectations, outlook and future plans. Forward-looking statements can also be identified by the fact these statements do not relate strictly to historical or current matters. Rather, forward-looking statements relate to anticipated or expected events, activities, trends or results. Because forward-looking statements relate to matters that have not yet occurred, these statements are inherently subject to risks and uncertainties.
These forward-looking statements are made to provide the public with management’s current expectations with regard to the Notes offering and the intended use of the net proceeds thereof. While the Company believes the expectations reflected in forward-looking statements are reasonable, there can be no assurances such expectations will prove to be accurate. Security holders are cautioned that such forward-looking statements involve risks and uncertainties. Certain factors may cause results to differ materially from those anticipated by the forward-looking statements made in this release. Such factors and risks may include, without limitation, the Company’s ability to consummate the offering of the Notes; risks related to the extensive regulatory environment in which the Company operates, including uncertainty involving the present regulatory environment in the jurisdictions in which the Company operates; risks associated with the legal and regulatory proceedings that the Company is a party to or may become a party to in the future; risks related to the Company’s acquisitions, including the failure of the Company’s acquisitions to deliver the estimated value and benefits expected by the Company and the ability of the Company to continue to identify and consummate acquisitions on favorable terms, if at all; potential changes in consumer behavior and
shopping patterns which could impact demand for the Company’s pawn loan, retail, lease-to-own and retail finance products, labor shortages and increased labor costs; a deterioration in the economic conditions in the United States, Latin America and the United Kingdom, including as a result of inflation, elevated interest rates, increased energy costs and trade policy, which potentially could have an impact on discretionary consumer spending and demand for the Company’s products; currency fluctuations, primarily involving the Mexican peso and British pound sterling; competition the Company faces from other retailers and providers of retail payment solutions; the ability of the Company to successfully execute on its business strategies; risks related to the Company’s ability to prevent cyber attacks, other cybersecurity incidents, security breaches or other disruptions to its information technology systems; risks related to the Company’s ability to develop, operate and adapt its information technology infrastructure suitable for the nature of its business and to successfully transition acquired businesses to its information technology platform; contraction in sales activity or store closures at merchant partners of the Company’s retail point-of-sale (“POS”) payment solutions business; the ability of the Company’s retail POS payment solutions business to continue to grow its base of merchant partners; and other risks discussed and described in the Company’s most recent Annual Report on Form 10-K filed with the Securities and Exchange Commission (the “SEC”), including the risks described in Part I, Item 1A, “Risk Factors” thereof, and other reports filed with the SEC. Many of these risks and uncertainties are beyond the ability of the Company to control, nor can the Company predict, in many cases, all of the risks and uncertainties that could cause its actual results to differ materially from those indicated by the forward-looking statements. The forward-looking statements contained in this release speak only as of the date of this release, and the Company expressly disclaims any obligation or undertaking to report any updates or revisions to any such statement to reflect any change in the Company’s expectations or any change in events, conditions or circumstances on which any such statement is based, except as required by law.
About FirstCash
FirstCash is the leading international operator of pawn stores focused on serving cash and credit-constrained consumers. FirstCash operates more than 3,300 pawn stores in the U.S., Latin America and the U.K. Most of the stores buy and sell a wide variety of jewelry, electronics, tools, appliances, sporting goods, musical instruments and other merchandise, and make small non-recourse pawn loans secured by pledged personal property. FirstCash’s pawn operations currently account for over 90% of net revenue, with the remainder provided by its wholly owned subsidiary, AFF, a leading provider of customer payment solutions at the point-of-sale for retailers of consumer goods and services.
FirstCash is a component company in both the Standard & Poor’s MidCap 400 Index® and the Russell 2000 Index®. FirstCash’s common stock (ticker symbol “FCFS”) is traded on the Nasdaq, the creator of the world’s first electronic stock market. For additional information regarding FirstCash and the services it provides, visit FirstCash’s websites located at http://www.firstcash.com, http://www.americanfirstfinance.com and http://www.handt.co.uk.
For further information, please contact:
Gar Jackson
Global IR Group
Phone: (817) 886-6998
Email: gar@globalirgroup.com
Doug Orr, Executive Vice President and Chief Financial Officer
Phone: (817) 258-2650
Email: investorrelations@firstcash.com
Website: investors.firstcash.com
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FAQ
What did FirstCash (FCFS) announce about its new senior notes offering?
FirstCash announced that its subsidiary priced a private offering of $750,000,000 senior notes due 2034. The notes are unsecured senior obligations and will be guaranteed by FirstCash and certain domestic subsidiaries, adding a significant long-term debt instrument to its capital structure.
What is the interest rate on FirstCash (FCFS) $750 million senior notes due 2034?
The new senior notes will bear interest at 6.125% per annum. Interest is payable semi-annually on May 1 and November 1 each year, starting on November 1, 2026, creating a predictable fixed-rate interest expense for the company over the life of the notes.
How will FirstCash (FCFS) use the proceeds from the $750 million notes offering?
FirstCash intends to use the notes proceeds primarily to repay existing indebtedness, while also providing additional liquidity to fund future growth and for general corporate purposes. This suggests a mix of debt refinancing and balance sheet flexibility without specifying exact allocation percentages.
Who is eligible to purchase FirstCash (FCFS) new senior notes?
The notes are being offered in a private placement to qualified institutional buyers under Rule 144A and to persons outside the United States who are not “U.S. persons” under Regulation S. They are not registered under the Securities Act and cannot be publicly offered in the U.S.
When is the FirstCash (FCFS) $750 million notes offering expected to close?
The notes offering is expected to close on May 1, 2026, subject to customary closing conditions. Completion of the transaction on that date will finalize the company’s new 2034 debt issuance and trigger the planned repayment of existing indebtedness using the proceeds.
How much was the FirstCash (FCFS) notes offering upsized from the original proposal?
The senior notes offering was increased by $150,000,000 from the previously announced proposed size. The final aggregate principal amount is $750,000,000, reflecting a larger-than-initially-planned private placement to institutional and non-U.S. investors.