Insider filing report for Changes in Beneficial Ownership
- Schedule 13G & 13D forms are used to report a party's ownership of stock which exceeds 5% of a company's total stock issue.
- Schedule 13G is a shorter version of Schedule 13D with fewer reporting requirements.
"Insiders might sell their shares for any number of reasons, but they buy them for only one: they think the price will rise"
- Peter Lynch
What is insider trading>>
- Peter Lynch
What is insider trading>>
UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
SCHEDULE 13G
Under the Securities Exchange Act of 1934
(Amendment No. __)*
|
CURO Group Holdings Corp.
|
|
(Name of Issuer)
|
|
|
|
Common Stock, Par Value $ 0.001 Per Share
|
|
(Title of Class of Securities)
|
|
|
|
23131L 107
|
|
(CUSIP Number)
|
|
|
|
December 31, 2017
|
|
(Date of Event which Requires Filing of this Statement)
|
|
|
Check the appropriate box to designate the rule pursuant to which this Schedule is filed:
|
|
☐
|
Rule 13d-1(b)
|
|
|
|
|
|
|
☐
|
Rule 13d-1(c)
|
|
|
|
|
|
|
☒
|
Rule 13d-1(d)
|
|
|
|
|
*The remainder of this cover page shall be filled out for a reporting person’s initial filing on this form with respect to the subject class of securities, and for any subsequent amendment containing information which would alter the disclosures provided in a prior cover page.
The information required in the remainder of this cover page shall not be deemed to be “filed” for the purpose of Section 18 of the Securities Exchange Act of 1934 (“Act”) or otherwise subject to the liabilities of that section of the Act but shall be subject to all other provisions of the Act (however, see the Notes).
|
CUSIP No. 23131L 107
|
Page 2 of 7 Pages
|
||||
|
1
|
NAME OF REPORTING PERSON
Michael McKnight
|
||||
|
2
|
CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP
(See Instructions)
|
(a) £
(b) £
|
|||
|
3
|
SEC USE ONLY
|
||||
|
4
|
CITIZENSHIP OR PLACE OF ORGANIZATION
United States of America
|
||||
|
NUMBER OF
SHARES
BENEFICIALLY
OWNED BY
EACH
REPORTING
PERSON
WITH
|
5
|
SOLE VOTING POWER
0 (1)
|
|||
|
6
|
SHARED VOTING POWER
6,883,524
|
||||
|
7
|
SOLE DISPOSITIVE POWER
0 (1)
|
||||
|
8
|
SHARED DISPOSITIVE POWER
6,883,524
|
||||
|
9
|
AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
6,883,524
|
||||
|
10
|
CHECK IF THE AGGREGATE AMOUNT IN ROW (9) EXCLUDES CERTAIN SHARES (See Instructions) £
|
||||
|
11
|
PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (9)
15.1% (2)
|
||||
|
12
|
TYPE OF REPORTING PERSON (See Instructions)
IN
|
||||
| (1) |
Mr. McKnight’s shares covered under this 13G do not reflect unvested restricted stock units previously granted to Mr. McKnight for service on the Issuer’s board of directors that are not exercisable within 60 days of December 31, 2017.
|
|
(2) The percentage ownership is based on 45,561,419 shares of Common Stock outstanding following completion of the Issuer’s initial public offering (the “IPO”), as reported in the Issuer’s prospectus filed with the Securities and Exchange Commission (the “SEC”) on December 8, 2017. Such amount of shares issued and outstanding includes 1,000,000 shares of Common Stock acquired by the underwriters following their exercise of the over-allotment option subsequent to the closing of the IPO.
|
|
CUSIP No. 23131L 107
|
Page 3 of 7 Pages
|
||||
|
1
|
NAME OF REPORTING PERSON
McKnight Holdings, LLC
|
||||
|
2
|
CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP
(See Instructions)
|
(a) £
(b) £
|
|||
|
3
|
SEC USE ONLY
|
||||
|
4
|
CITIZENSHIP OR PLACE OF ORGANIZATION
Kansas
|
||||
|
NUMBER OF
SHARES
BENEFICIALLY
OWNED BY
EACH
REPORTING
PERSON
WITH
|
5
|
SOLE VOTING POWER
0
|
|||
|
6
|
SHARED VOTING POWER
6,883,524
|
||||
|
7
|
SOLE DISPOSITIVE POWER
0
|
||||
|
8
|
SHARED DISPOSITIVE POWER
6,883,524
|
||||
|
9
|
AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
6,883,524
|
||||
|
10
|
CHECK IF THE AGGREGATE AMOUNT IN ROW (9) EXCLUDES CERTAIN SHARES (See Instructions) £
|
||||
|
11
|
PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (9)
15.1% (1)
|
||||
|
12
|
TYPE OF REPORTING PERSON (See Instructions)
OO
|
||||
|
(1) The percentage ownership is based on 45,561,419 shares of Common Stock outstanding following completion of the Issuer’s IPO, as reported in the Issuer’s prospectus filed with the SEC on December 8, 2017. Such amount of shares issued and outstanding includes 1,000,000 shares of Common Stock acquired by the underwriters following their exercise of the over-allotment option subsequent to the closing of the IPO.
|
|||||
|
Item 1.
|
||
|
|
||
|
|
(a)
|
Name of Issuer:
|
|
|
|
CURO GROUP HOLDINGS CORP.
|
|
|
|
|
|
|
(b)
|
Address of Issuer’s Principal Executive Offices:
|
|
|
|
|
|
|
|
3527 North Ridge Road
|
|
|
|
Wichita, Kansas 67205
|
|
Item 2.
|
||
|
|
||
|
|
(a)
|
Name of Person Filing:
|
|
|
|
|
|
|
|
Michael McKnight and McKnight Holdings, LLC (collectively, the "Reporting Persons").
The Reporting Persons have entered into a Joint Filing Agreement, dated February 13, 2018, a copy of which is attached as Exhibit 99.1 to this statement on Schedule 13G, pursuant to which the Reporting Persons agreed to file this statement on Schedule 13G and any amendments thereto jointly in accordance with the provisions of Rule 13d-1(k)(1) under the Act.
|
|
|
|
|
|
|
(b)
|
Address of Principal Business Office, or if none, Residence:
|
|
|
|
|
|
|
|
The address of the principal business office of each of the Reporting Persons is c/o CURO Group Holdings Corp., 3527 North Ridge Road, Wichita, KS 67205.
|
|
|
|
|
|
|
(c)
|
Citizenship:
|
|
|
|
|
|
|
|
Mr. McKnight is a citizen of the United States of America. McKnight Holdings, LLC is a limited liability company organized under the laws of the State of Kansas.
|
|
|
|
|
|
|
(d)
|
Title of Class of Securities:
|
|
|
|
|
|
|
|
Common Stock, par value $0.001 per share ("Common Stock")
|
|
|
|
|
|
|
(e)
|
CUSIP Number:
|
|
|
|
|
|
|
|
23131L 107
|
|
Item 3.
|
If this statement is filed pursuant to §§240.13d-1(b) or 240.13d-2(b) or (c), check whether the person filing is a:
|
|
|
|
|
|
|
|
|
Not applicable
|
|
|
|
|
|
Item 4.
|
Ownership.
|
|
|
|
|
|
|
|
The information required by this item with respect to each Reporting Person is set forth in Rows 5 through 9 and 11 of the cover page to this Schedule 13G.
|
|
|
|
|
|
|
|
The percent of class represented by the amount of Common Stock beneficially owned by each Reporting Person is based on the Issuer’s prospectus filed with the SEC on December 8, 2017, which indicated that, following completion of the Issuer’s initial public offering, there would be 45,561,419 shares of Common Stock outstanding (including the over-allotment option exercised by the underwriters subsequent to the closing of the IPO).
|
|
|
In the aggregate, the Reporting Persons beneficially own 6,883,524 shares of Common Stock. McKnight Holdings, LLC is the record holder of 6,883,524 shares of Common Stock. Mr. McKnight is the sole member of McKnight Holdings, LLC and as such holds the voting and dispositive power over the Common Stock held by McKnight Holdings, LLC. Accordingly, the Reporting Persons share voting and dispositive power over 6,883,524 shares of Common Stock. Such amount of securities beneficially owned by the Reporting Persons does not include unvested restricted stock units previously granted to Mr. McKnight for service on the Issuer’s board of directors that are not exercisable within 60 days of December 31, 2017.
|
||
|
|
|
|
|
Item 5.
|
Ownership of Five Percent or Less of a Class.
|
|
|
|
|
|
|
|
|
Not applicable
|
|
|
|
|
|
Item 6.
|
Ownership of More than Five Percent on Behalf of Another Person.
|
|
|
|
|
|
|
|
|
Not applicable
|
|
|
|
|
|
Item 7.
|
Identification and Classification of the Subsidiary Which Acquired the Security Being Reported on by the Parent Holding Company.
|
|
|
|
|
|
|
|
|
Not applicable
|
|
|
|
|
|
Item 8.
|
Identification and Classification of Members of the Group.
|
|
|
|
|
|
|
|
|
Not applicable
|
|
|
|
|
|
Item 9.
|
Notice of Dissolution of Group.
|
|
|
|
|
|
|
|
|
Not applicable
|
|
|
|
|
|
Item 10.
|
Certification.
|
|
|
|
|
|
|
|
|
Not applicable
|
SIGNATURE
After reasonable inquiry and to the best of my knowledge and belief, I certify that the information set forth in this statement is true, complete and correct.
Dated: February 13, 2018
|
|
|||
|
|
/s/ Michael McKnight
|
||
|
|
|
Michael McKnight
|
|
|
|
|
|
|
|
|
McKnight Holdings, LLC
|
||
|
|
By:
|
/s/ Michael McKnight
|
|
|
|
Name:
|
Michael McKnight
|
|
|
|
Title:
|
Sole Member
|
|