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Highlights

  • H&T shareholders to receive 661 pence per share, including a proposed final dividend
  • Offer represents a 44% premium to H&T’s latest closing price
  • Acquisition to be implemented via a court-sanctioned scheme of arrangement

FirstCash Holdings has agreed terms for the acquisition of H&T Group plc in a transaction that values the UK’s largest pawnbroker at approximately £297 million on a fully diluted basis. The deal, which has been unanimously recommended by the H&T board, will be executed through Chess Bidco Limited, a newly formed indirect wholly owned subsidiary of FirstCash.

Under the proposed agreement, H&T shareholders will receive a total of 661 pence in cash per share. This includes 650 pence from Bidco and a final dividend of 11 pence per share, conditional on shareholder approval at H&T’s annual general meeting on 15 May 2025. The offer marks a 44% premium to H&T’s closing share price of 458 pence and a 78% premium to its six-month volume-weighted average.

The acquisition is expected to complete in the second half of 2025, subject to various regulatory and shareholder approvals, including sanction by the court, clearance from the Financial Conduct Authority and Competition and Markets Authority, and the agreement of H&T shareholders. A detailed scheme document will be distributed within 28 days of the announcement.

The board of H&T began discussions with FirstCash after a series of unsolicited proposals beginning in December 2024. After rejecting the first three offers, H&T engaged in negotiations following a fourth, higher bid. The final terms followed further engagement and represent a material increase from earlier proposals.

While the H&T board maintains confidence in the company’s standalone prospects, it cited several factors in recommending the deal. These included the valuation of the offer, broader economic uncertainties, and potential operational risks related to delivering its long-term strategy as a publicly listed business. The board also noted that the acquisition provides shareholders with the opportunity to realise value at a level above any previous trading price for H&T shares on AIM.

In addition, the board acknowledged the current macroeconomic challenges including volatility in the gold price, regulatory changes, and shifts in consumer behaviour that could impact H&T’s future performance. While H&T has grown its footprint to 285 stores across the UK and expanded its customer offering, the board views the acquisition to deliver value while reducing the uncertainties associated with future growth.

Bidco has reserved the right to reduce the offer by the amount of any further dividends or capital returns by H&T, other than the permitted 11 pence dividend. Conversely, Bidco also retains the right to increase its offer in certain circumstances, including the announcement of a competing proposal.

If completed, the deal will see H&T become part of a wider global network, with FirstCash operating pawn businesses in the United States and Latin America. According to statements from both companies, discussions around the future of H&T’s operations and employees have taken place, though the full integration plan has not yet been detailed.