INDENTURE Dated as of April 29, 2011 Among COMMUNITY CHOICE FINANCIAL INC., THE SUBSIDIARY GUARANTORS NAMED ON THE SIGNATURE PAGES HERETO and U.S. BANK NATIONAL ASSOCIATION, as Trustee and Collateral Agent 10.75% SENIOR SECURED NOTES DUE 2019Indenture • August 23rd, 2011 • Community Choice Financial Inc. • New York
INDENTURE, dated as of April 29, 2011, among Community Choice Financial Inc., an Ohio corporation (the “Issuer”), the Subsidiary Guarantors (as defined herein) listed on the signature pages hereto and U.S. Bank National Association, a national banking association, as Trustee and Collateral Agent.
COMMUNITY CHOICE FINANCIAL INC. REGISTRATION RIGHTS AGREEMENTRegistration Rights Agreement • August 23rd, 2011 • Community Choice Financial Inc. • New York
Community Choice Financial Inc., an Ohio corporation (the “Issuer”), proposes to issue and sell to Credit Suisse Securities (USA) LLC, Jefferies & Company, Inc. and Stephens Inc. (collectively, the “Initial Purchasers”), upon the terms set forth in a purchase agreement dated April 20, 2011 (the “Purchase Agreement”), $395,000,000 aggregate principal amount of its 10.75% Senior Secured Notes due 2019 (the “Initial Securities”) to be unconditionally guaranteed (the “Guarantees”) on a senior secured basis by each of the Guarantors (as defined in the Purchase Agreement) (the Guarantors, together with the Issuer, the “Company”). The Initial Securities will be issued pursuant to an indenture of even date herewith (the “Indenture”) among the Issuer, the Guarantors named therein and U.S. Bank National Association, as trustee (the “Trustee”). As an inducement to the Initial Purchasers to purchase the Initial Securities, the Company agrees with the Initial Purchasers, for the benefit of the hold
AGREEMENT AND PLAN OF MERGER by and among CHECKSMART FINANCIAL HOLDINGS CORP., COMMUNITY CHOICE FINANCIAL INC., CCFI MERGER SUB I INC., CCFI MERGER SUB II INC., THE SELLER PARTIES, THE SELLER REPRESENTATIVE, CCCS CORPORATE HOLDINGS, INC., CCCS...Agreement and Plan of Merger • August 23rd, 2011 • Community Choice Financial Inc. • Delaware
THIS AGREEMENT AND PLAN OF MERGER (this “Agreement”), dated as of April 13, 2011, is by and among: (i) CHECKSMART FINANCIAL HOLDINGS CORP., a Delaware corporation (“Checksmart”); (ii) COMMUNITY CHOICE FINANCIAL INC., an Ohio corporation (the “Buyer”); (iii) CCFI MERGER SUB I INC., a Delaware corporation (“Checksmart Merger Sub”); (iv) CCFI MERGER SUB II INC., a Delaware corporation (“CCCS Merger Sub”); (v) each of the stockholders of the Company identified on the signature pages hereto (each individually, a “Company Stockholder” and collectively, the “Company Stockholders”); (vi) each of CALIFORNIA CHECK CASHING STORES, INC., a California corporation (“Eager Corp”), CALIFORNIA CHECK CASHING STORES II, INC., a California corporation, and CALIFORNIA CHECK CASHING STORES IV, INC., a California corporation (collectively, the “CCCS Founders” and, together with the Company Stockholders, the “Seller Parties”; any of the CCCS Founders or the Company Stockholders may hereinafter be referred to
AMENDED AND RESTATED CREDIT AGREEMENTCredit Agreement • August 23rd, 2011 • Community Choice Financial Inc. • Illinois
THIS AMENDED AND RESTATED CREDIT AGREEMENT (“Agreement”) is entered into as of this 29th day of April, 2011, by and between INSIGHT CAPITAL, LLC, an Alabama limited liability company (the “Company”), and REPUBLIC BANK OF CHICAGO (the “Bank”), for the Bank’s commitment to make credit available to the Company, subject to all the terms and conditions hereof and on the basis of the representations and warranties hereinafter set forth. This Agreement replaces the Credit Agreement dated as of July 31, 2009, as amended, by and between the Company and the Bank.
FIRST MODIFICATION TO AMENDED AND RESTATED CREDIT AGREEMENTCredit Agreement • August 23rd, 2011 • Community Choice Financial Inc.
THIS FIRST MODIFICATION TO AMENDED AND RESTATED CREDIT AGREEMENT (“First Modification”) is entered into as of this 31st day of July, 2011, by and between INSIGHT CAPITAL, LLC, an Alabama limited liability company (the “Borrower”), and REPUBLIC BANK OF CHICAGO (the “Bank”).
REVOLVING CREDIT AGREEMENT dated as of April 29, 2011, among COMMUNITY CHOICE FINANCIAL INC., THE LENDERS PARTY HERETO and CREDIT SUISSE AG, as Administrative AgentRevolving Credit Agreement • August 23rd, 2011 • Community Choice Financial Inc. • New York
REVOLVING CREDIT AGREEMENT dated as of April 29, 2011 (this “Agreement”), among COMMUNITY CHOICE FINANCIAL INC., an Ohio corporation (the “Borrower”), the Lenders (as defined in Article I), and CREDIT SUISSE AG, as administrative agent (in such capacity, the “Administrative Agent”) for the Lenders.
SHAREHOLDERS AGREEMENTShareholders Agreement • August 23rd, 2011 • Community Choice Financial Inc. • Ohio
This Shareholders Agreement (this “Agreement”) is made as of April 29, 2011, by and among Community Choice Financial Inc., an Ohio corporation (the “Company”), Diamond Castle Partners IV, L.P. (“DCP IV”), Diamond Castle Partners IV-A, L.P. (“DCP IV-A”), Deal Leaders Fund, L.P. (“DCP Leaders” and, together with DCP IV and DCP IV-A, the “DCP Investor”), each Person listed as a 2006 Rollover Holder on Schedule A hereto or executing a Joinder Agreement as a 2006 Rollover Holder (each, a “2006 Rollover Holder” and, collectively, the “2006 Rollover Holders”), each Person listed as a 2011 Rollover Holder on Schedule A hereto or executing a Joinder Agreement as a 2011 Rollover Holder (each, a “2011 Rollover Holder” and, collectively, the “2011 Rollover Holders” and, together with the 2006 Rollover Holders, the “Rollover Holders”), and each Person listed as a Management Holder on Schedule A hereto or executing a Joinder Agreement as a Management Holder (each, a “Management Holder” and, collecti
FIRST AMENDMENT TO AGREEMENT AND PLAN OF MERGERAgreement and Plan of Merger • August 23rd, 2011 • Community Choice Financial Inc. • Delaware
THIS FIRST AMENDMENT TO AGREEMENT AND PLAN OF MERGER (this “Amendment”) is made and entered into as of April 28, 2011 by and among (i) CHECKSMART FINANCIAL HOLDINGS CORP., a Delaware corporation; (ii) COMMUNITY CHOICE FINANCIAL INC., an Ohio corporation; (iii) CCFI MERGER SUB I INC., a Delaware corporation; (iv) CCFI MERGER SUB II INC., a Delaware corporation; (v) each of the stockholders of the Company identified on the signature pages hereto; (vi) each of CALIFORNIA CHECK CASHING STORES, INC., a California corporation, CALIFORNIA CHECK CASHING STORES II, INC., a California corporation, and CALIFORNIA CHECK CASHING STORES IV, INC., a California corporation; (vii) GOLDEN GATE CAPITAL INVESTMENT FUND II, L.P., a Delaware limited partnership, as the representative of the Seller Parties; (viii) CCCS CORPORATE HOLDINGS, INC., a Delaware corporation; and (ix) CCCS HOLDINGS, LLC, a Delaware limited liability company; and (x) solely for the purposes of Section 11.1(c) of the Merger Agreement,
