Institutional Shareholder Services Supports Stockholder Vote Against The Proposed Buyout Of DFC Global Corp.

NEW YORK, May 28, 2014 /PRNewswire/ -- Royal Capital Management, LLC ("Royal Capital", "we" or "us") is pleased to see Institutional Shareholder Services Inc. ("ISS") agree with our view regarding the valuation of the proposed buyout of DFC Global Corp. ("DFC" or the "Company") by Lone Star Funds ("Lone Star") and recommend a stockholder vote "AGAINST" such proposed buyout. While we believe that the Company's May 27, 2014 press release (the "Company Release") speaks volumes about the proposed buyout, we feel obligated to address the following three statements from the Company Release:

i."The true premium of the offer is dramatically understated because it was announced concurrent with the Company's third downward guidance revision in the last 12 months. By the end of the third fiscal quarter of 2013 [March 31, 2013] it was clear to the Board that a number of factors, primarily the ongoing, evolving regulatory uncertainty in the U.K., would negatively impact the business for the foreseeable future."

• DFC fails to address the intrinsic value of its business. If the Company is intent on measuring the intrinsic worth of its business with the mark-to-market pricing of its stock, why did it repurchase shares over five consecutive quarters (ending in December 2013) for prices averaging $15 to $16 per share?

ii."The robust sale process conducted by the DFC Global Board of Directors, which involved soliciting more than 40 parties over a 24 month period, yielded only a single potential buyer."

• This purported "process" took place during a period of complete regulatory uncertainty in the U.K. and concluded in October of 2013 at about the same time the FCA first released the consultation paper providing initial clarity regarding its April 2014 regulatory regime. According to the Company's own proxy statement, from that point forward, no effort was made to re-market the Company and conduct a truly competitive process despite a stark change in regulatory and competitive environments.

iii. "Lone Star's proposal would allow DFC Global stockholders to recognize significant,   immediate and certain cash value for their investment, while transferring all business risks and regulatory uncertainties to Lone Star."

• DFC's stockholders have always had the opportunity to sell their stock for an immediate and certain cash return. The stockholders who chose to invest in the Company were willing to bear that risk in exchange for potential upside. As we have previously stated, we believe the proposed buyout price of $9.50 to be woefully inadequate as it grossly undervalues the risk-return associated with DFC's globally diversified business.

Our intention is to vote "AGAINST" Proposal #1 (the proposed buyout as it stands today). We also intend to vote "AGAINST" Proposals #2 (the advisory vote regarding change in control payments for members of DFC management) and #3 (the proposal to permit adjournment of the special meeting to solicit proxies if insufficient votes are received to approve the proposed buyout at the special meeting).

Royal Capital encourages all stockholders to review its previous press releases which can be accessed at: http://www.prnewswire.com/news-releases/royal-capital-issues-letter-to-dfc-global-corp-board-of-directors-256342841.html & http://www.prnewswire.com/news-releases/royal-capital-receives-stockholder-support-in-decision-to-vote-against-all-proposals-at-dfc-global-corps-upcoming-special-meeting-259783511.html

This is not a solicitation of authority to vote your proxy. Please DO NOT send us your proxy card; Royal Capital Management, LLC and its affiliates are not seeking or able to vote your proxies, nor does this communication contemplate such an event. Royal Capital Management, LLC and its affiliates urge stockholders to vote "AGAINST" all proposals at DFC Global Corp.'s upcoming Special Meeting of Stockholders by following the instructions provided on management's proxy mailing.

For more information, please contact:

Yale Fergang
Royal Capital Management, LLC
(212) 920-3400

SOURCE Royal Capital Management, LLC

WANT YOUR COMPANY'S NEWS FEATURED ON PRNEWSWIRE.COM?

440k+
Newsrooms &
Influencers

9k+
Digital Media
Outlets

270k+
Journalists
Opted In

GET STARTED