VSL

TIDMVSL

RNS Number : 0622B

VPC Specialty Lending Invest. PLC

07 June 2021

VPC Specialty Lending Investments PLC (the "Company")

Update Regarding its Holding in VPC Impact Acquisition Holdings Sponsor III, LLC

The Company notes that earlier today, 7 June 2021, VPC Impact Acquisition Holdings III, Inc. (NYSE: VPCC) ("VPCC"), a special purpose acquisition company sponsored by VPC Impact Acquisition Holdings Sponsor III, LLC ("VPC Sponsor"), an affiliate of Victory Park Capital ("VPC"), announced it has entered into a definitive agreement to combine with Dave Inc. ("Dave") ( https://www.dave.com/ ). For more information on the transaction please see the Dave and VPCC press release, which can be found here: https://www.victoryparkcapital.com/news/2021/06/07/dave-a-leading-banking-app-with-10-million-customers-announces-plans-to-become-publicly-traded-company-via-merger-with-vpc-impact-acquisition-holdings-iii-inc/ .

Through VPC Sponsor, VPC Specialty Lending Investments PLC ("VSL") currently owns 1,021,630 Class B Shares and 829,154 private placement warrants in VPCC, held at an aggregate cost basis of US$1,247,795. The transaction implies an approximately US$4 billion post-merger enterprise value at a US$10.00 price per Class A Common Stock . Upon the consummation of the transaction, 75% of VSL's Class B Shares shall be automatically converted into one share of Class A Common Stock of Dave with an aggregate undiscounted implied transaction value of US$7,662,230 to the Company representing a 1.6% increase to the 30 April 2021 NAV (before fees). The other 25% of VSL's Class B Shares have a vesting period of five years from the consummation of the transaction but are fully vested if the volume weighted average price ("VWAP") reaches defined levels for 20 out of 30 trading days at any time during this period. Of the remaining Class B Shares, 60% will vest at a VWAP of US$12.50 price per Class A Common Stock and the remaining 40% will vest at a VWAP of US$15.00 price per Class A Common Stock.

The Company will initially value the Class A Common Stock at the closing trade price and take a 30% discount to the value to take into account deal closing risk and illiquidity relating to the lock up on the Class A Common Stock. The discounted valuation above results in a value of US$5,363,561 representing a 1.0% increase to the 30 April 2021 NAV (before fees). There would be no value assigned to the remaining 25% of the Class B Shares until the shares have vested and convert into Class A Common Stock.

Similarly, each private placement warrant shall be converted into a warrant to purchase one share of Class A Common Stock of Dave. VSL holds 829,154 warrants, which maintain a US$11.50 per share strike price, provide for cashless exercise and expire five years after closing of the transaction. At a US$10.00 price per Class A Common Stock, there would be no value assigned to the private placement warrants as long as the Class A Common Stock traded price is below the strike price.

VSL's Class A Common Stock shall be subject to a one-year post-closing lockup unless otherwise accelerated based on average trading performance measured six months post-closing. The transaction is expected to close in the third quarter of 2021 and remains subject to VIH III shareholder approval amongst other closing conditions.

The information contained in this announcement is inside information and is price sensitive.

Enquiries

For further information, please contact:

 
 Victory Park Capital                      via Jefferies or Winterflood 
  Brendan Carroll (Senior Partner and       (below) 
  Co-Founder)                               info@vpcspecialtylending.com 
  Gordon Watson (Partner) 
 
   Jefferies International Limited           Tel: +44 20 7029 8000 
 Stuart Klein 
  Neil Winward 
 Gaudi le Roux 
 
 Winterflood Securities Limited            Tel: +44 20 3100 0000 
 Neil Morgan 
  Chris Mills 
 
   Link Company Matters Limited (Company     Tel: +44 20 7954 9567 
   Secretary)                                Email: VPC@linkgroup.co.uk 
 

About VPC Specialty Lending Investments PLC

VPC Specialty Lending Investments PLC (Company No. 9385218) is a UK listed investment trust focused on asset-backed lending to emerging and established businesses with the goal of building long-term, sustainable income generation. The Company identifies investment opportunities across various industries and geographies to offer shareholders access to a diversified portfolio of opportunistic credit investments originated by non-bank lenders with a focus on the rapidly developing technology-enabled lending sector.

Further information on VPC Specialty Lending Investments PLC is available at : http://vpcspecialtylending.com .

LEI: 549300UPEXC5DQB81P34

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June 07, 2021 08:30 ET (12:30 GMT)

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