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CUSIP No. 208242107 | | Page 24 of 29 |
Introductory Statement
This Amendment No. 25 to Schedule 13D relates to the Common Stock, par value $.01 per share (the “Common Stock”), of Conn’s Inc., a Delaware corporation (the “Issuer”). This Amendment No. 25 amends and supplements (i) the statement originally filed on December 18, 2003 with the Securities and Exchange Commission (the “Commission”) by the reporting persons, (ii) Amendment No. 1 to the statement filed on June 2, 2004 with the Commission by the reporting persons, (iii) Amendment No. 2 to the statement filed on September 17, 2007 with the Commission by the reporting persons, (iv) Amendment No. 3 to the statement filed on February 1, 2008 with the Commission by the reporting persons, (v) Amendment No. 4 to the statement filed on October 8, 2008 with the Commission by the reporting persons, (vi) Amendment No. 5 to the statement filed on November 18, 2009 with the Commission by the reporting persons, (vii) Amendment No. 6 to the statement filed on October 22, 2010 with the Commission by the reporting persons, (viii) Amendment No. 7 to the statement filed on November 9, 2010 with the Commission by the reporting persons, (ix) Amendment No. 8 to the statement filed on December 15, 2010 with the Commission by the reporting persons, (x) Amendment No. 9 to the statement filed on January 13, 2012 with the Commission by the reporting persons, (xi) Amendment No. 10 to the statement filed on April 23, 2012 with the Commission by the reporting persons, (xii) Amendment No. 11 to the statement filed on December 12, 2012 with the Commission by the reporting persons, (xiii) Amendment No. 12 to the statement filed on January 10, 2013 with the Commission by the reporting persons, (xiv) Amendment No. 13 to the statement filed on December 10, 2013 with the Commission by the reporting persons, (xv) Amendment No. 14 to the statement filed on February 29, 2016 with the Commission by the reporting persons, (xvi) Amendment No. 15 to the statement filed on March 21, 2016 with the Commission by the reporting persons, (xvii) Amendment No. 16 to the statement filed on April 8, 2016 with the Commission by the reporting persons, (xviii) Amendment No. 17 to the statement filed on July 20, 2016 with the Commission by the reporting persons, (xix) Amendment No. 18 to the statement filed on September 26, 2016, (xx) Amendment No. 19 to the statement filed on January 7, 2019, (xxi) Amendment No. 20 to the statement filed on May 13, 2019, (xxii) Amendment No. 21 to the statement filed on February 10, 2020, (xxiii) Amendment No. 22 to the statement filed on January 8, 2021, (xxiv) Amendment No. 23 to the statement filed on February 8, 2021, and (xxv) Amendment No. 24 to the statement filed on December 6, 2021 (collectively, the “Prior Filings” and collectively with this Amendment No. 25, this “Statement”). Unless otherwise defined herein, capitalized terms used herein shall have the meanings ascribed thereto in the Prior Filings. Except as set forth below, there are no changes to the Prior Filings.
ITEM 4. | PURPOSE OF THE TRANSACTION |
Item 4 of the Statement is hereby amended to add the following: As reported by the Issuer in Item 1.01 (Entry into a Material Definitive Agreement) on its Current Report on Form 8-K filed on December 21, 2023 (the “Form 8-K”), the Issuer, Franchise Group Newco BHF, LLC, Freedom VCM Interco Holdings, Inc., and certain stockholders of the Issuer (the “Stockholders”) including the reporting persons entered into voting agreements (the “Voting Agreements”) on December 18, 2023. Under the Voting Agreements, the Stockholders agreed to vote their respective shares of Common Stock for or against certain matters at a special stockholder’s meeting to be called by the Issuer. Also as reported in Item 1.01 of the Form 8-K, on December 18, 2023 the Issuer entered into an Amendment No. 1 (the “DDTL Amendment”) to Delayed Draw Term Loan and Security Agreement, dated as of July 31, 2023, (“Term Loan Agreement”) by and among the Issuer, as parent and guarantor, and certain other parties including Stephens Investments Holdings LLC. The foregoing descriptions of the Voting Agreements, the DDTL Amendment, and the Term Loan Agreement are a summary of such agreements and are qualified in their entirety by reference to the Form 8-K and the complete text of such agreements, copies of which are filed as exhibits to the Form 8-K. Except to the extent provided above, the reporting persons have no plans or proposals which relate to or would result in any of the matters described in subsections (a) through (j) of Item 4.