Cash America International, Inc.
1600 West 7th Street
Fort Worth, Texas 76102
January 9, 2014
United States Securities and Exchange Commission | VIA EDGAR | |
Division of Corporate Finance | ||
101 F Street, NE | ||
Washington, DC 20549 |
| Re: | Cash America International, Inc. (the “Company”) and the Guarantors listed on |
Schedule I attached hereto (together, the “Registrants”)
Exchange Offer Pursuant to Registration Statement on Form S-4
File No: 333-192279
Pursuant to Rule 461 under the Securities Act of 1933, as amended (the “Securities Act”), the Registrants hereby request acceleration of the effectiveness of the Registration Statement on Form S-4 (No. 333-192279) (the “Registration Statement”) to 4:00 p.m., Washington, D.C. time, on January 13, 2014, or as soon thereafter as is practicable. The undersigned confirm that they are aware of their responsibilities under the Securities Act and the Securities Exchange Act of 1934, as amended, as they relate to the proposed public offering of the securities being registered pursuant to the aforementioned Registration Statement.
The Registrants acknowledge that the adequacy and accuracy of the disclosure in the Registration Statement is the responsibility of the Registrants. The Registrants further acknowledge that:
| • | should the Securities and Exchange Commission (the “Commission”) or the staff of the Commission (the “Staff”), acting pursuant to delegated authority, declare the filing effective, such declaration does not foreclose the Commission from taking any action with respect to the filing; |
| • | the action of the Commission or the Staff, acting pursuant to delegated authority, in declaring the filing effective, does not relieve the Registrants from their full responsibility for the adequacy and accuracy of the disclosure in the filing; and |
| • | the Registrants may not assert Staff comments and the declaration of effectiveness as a defense in any proceeding initiated by the Commission or any person under the federal securities laws of the United States. |
Upon grant of our request to accelerate effectiveness, we would appreciate your communicating to the Company’s counsel, L. Steven Leshin, via telephone at (214) 468-3348, confirmation of the exact time at which the Registration Statement was declared effective.
| Very truly yours, | ||||||
| ISSUER: | ||||||
| CASH AMERICA INTERNATIONAL, INC. | ||||||
| By: | /s/ J. Curtis Linscott | |||||
| Name: J. Curtis Linscott | ||||||
| Title: Executive Vice President, General Counsel and Secretary | ||||||
| GUARANTORS: | ||||||
| ENOVA INTERNATIONAL, INC. | ||||||
| By: | /s/ J. Curtis Linscott | |||||
| Name: J. Curtis Linscott | ||||||
| Title: Vice President and Assistant Secretary | ||||||
| CASH AMERICA MANAGEMENT L.P. | ||||||
| CASH AMERICA PAWN L.P. | ||||||
| By: | Cash America Holding, Inc. | |||||
| The General Partner of each of the foregoing entities | ||||||
By: | /s/ J. Curtis Linscott | |||||
| Name: J. Curtis Linscott | ||||||
| Title: Executive Vice President and Secretary | ||||||
-2-
| OHIO NEIGHBORHOOD CREDIT SOLUTIONS, LLC | ||||
| By: | Ohio Neighborhood Finance, Inc., | |||
| Its sole member | ||||
| By: | /s/ J. Curtis Linscott | |||
| Name: J. Curtis Linscott | ||||
| Title: Executive Vice President and Secretary | ||||
| CNU ONLINE HOLDINGS, LLC | ||||
| DEBIT PLUS, LLC | ||||
| BILLERS ACCEPTANCE GROUP, LLC | ||||
| DP LABOR HOLDINGS, LLC | ||||
| ENOVA FINANCIAL HOLDINGS, LLC | ||||
| PF LABOR HOLDINGS, LLC | ||||
| By: | /s/ J. Curtis Linscott | |||
| Name: J. Curtis Linscott | ||||
| Title: Executive Vice President and Secretary | ||||
| BRONCO PAWN & GUN, INC. | ||||
| CASH AMERICA ADVANCE, INC. | ||||
| CASH AMERICA FINANCIAL SERVICES, INC. | ||||
| CASH AMERICA FRANCHISING, INC. | ||||
| CASH AMERICA GLOBAL FINANCING, INC. | ||||
| CASH AMERICA GLOBAL SERVICES, INC. | ||||
| CASH AMERICA HOLDING, INC. | ||||
| CASH AMERICA, INC. | ||||
| CASH AMERICA, INC. OF ALABAMA | ||||
| CASH AMERICA, INC. OF ALASKA | ||||
| CASH AMERICA, INC. OF COLORADO | ||||
| CASH AMERICA, INC. OF ILLINOIS | ||||
| CASH AMERICA, INC. OF INDIANA | ||||
| CASH AMERICA, INC. OF KENTUCKY | ||||
| CASH AMERICA, INC. OF LOUISIANA | ||||
| CASH AMERICA OF MISSOURI, INC. | ||||
| CASH AMERICA, INC. OF NEVADA | ||||
| CASH AMERICA, INC. OF NORTH CAROLINA | ||||
| CASH AMERICA, INC. OF OKLAHOMA | ||||
| CASH AMERICA, INC. OF SOUTH CAROLINA | ||||
| CASH AMERICA, INC. OF TENNESSEE | ||||
| CASH AMERICA, INC. OF UTAH | ||||
| CASH AMERICA, INC. OF VIRGINIA | ||||
-3-
| CASH AMERICA INTERNET SALES, INC. | ||
| CASH AMERICA OF MEXICO, INC. | ||
| CASH AMERICA PAWN, INC. OF OHIO | ||
| CASHLAND FINANCIAL SERVICES, INC. | ||
| CNU DOLLARSDIRECT INC. | ||
| CNU DOLLARSDIRECT LENDING INC. | ||
| DOC HOLLIDAY’S PAWNBROKERS & JEWELLERS, INC. | ||
| ENOVA ONLINE SERVICES, INC. | ||
| EXPRESS CASH INTERNATIONAL CORPORATION | ||
| FLORIDA CASH AMERICA, INC. | ||
| GAMECOCK PAWN & GUN, INC. | ||
| GEORGIA CASH AMERICA, INC. | ||
| HORNET PAWN & GUN, INC. | ||
| LONGHORN PAWN AND GUN, INC. | ||
| MOBILE LEASING GROUP, INC. | ||
| MR. PAYROLL CORPORATION | ||
| OHIO NEIGHBORHOOD FINANCE, INC. | ||
| TIGER PAWN & GUN, INC. | ||
| UPTOWN CITY PAWNERS, INC. | ||
| VINCENT’S JEWELERS AND LOAN, INC. | ||
| By: | /s/ J. Curtis Linscott | |
| Name: J. Curtis Linscott | ||
| Title: Executive Vice President and Secretary | ||
| CNU OF ALABAMA, LLC | ||
| CNU OF ALASKA, LLC | ||
| CNU OF ARIZONA, LLC | ||
| CNU OF CALIFORNIA, LLC | ||
| CNU OF COLORADO, LLC | ||
| CNU OF DELAWARE, LLC | ||
| CNU OF FLORIDA, LLC | ||
| CASHNETUSA OF FLORIDA, LLC | ||
| CNU OF HAWAII, LLC | ||
| CNU OF IDAHO, LLC | ||
| CNU OF ILLINOIS, LLC | ||
| CNU OF INDIANA, LLC | ||
| CNU OF KANSAS, LLC | ||
| CNU OF LOUISIANA, LLC | ||
| CNU OF MAINE, LLC | ||
| CASHNET CSO OF MARYLAND, LLC | ||
| CNU OF MICHIGAN, LLC | ||
| CNU OF MINNESOTA, LLC | ||
| CNU OF MISSISSIPPI, LLC | ||
| CNU OF MISSOURI, LLC | ||
-4-
| CNU OF MONTANA, LLC | ||||
| CNU OF NEVADA, LLC | ||||
| CNU OF NEW HAMPSHIRE, LLC | ||||
| CNU OF NEW MEXICO, LLC | ||||
| CNU OF NORTH DAKOTA, LLC | ||||
| CNU OF OHIO, LLC | ||||
| OHIO CONSUMER FINANCIAL SOLUTIONS, LLC | ||||
| CNU OF OKLAHOMA, LLC | ||||
| CNU OF OREGON, LLC | ||||
| CNU OF RHODE ISLAND, LLC | ||||
| CNU OF SOUTH CAROLINA, LLC | ||||
| CNU OF SOUTH DAKOTA, LLC | ||||
| CNU OF TENNESSEE, LLC | ||||
| CNU OF TEXAS, LLC | ||||
| CNU OF UTAH, LLC | ||||
| CNU OF VIRGINIA, LLC | ||||
| CNU OF WASHINGTON, LLC | ||||
| CNU OF WISCONSIN, LLC | ||||
| CNU OF WYOMING, LLC | ||||
| DOLLARSDIRECT, LLC | ||||
| CNU TECHNOLOGIES OF ALABAMA, LLC | ||||
| CNU TECHNOLOGIES OF ARIZONA, LLC | ||||
| CNU TECHNOLOGIES OF CALIFORNIA, LLC | ||||
| CNU TECHNOLOGIES OF IOWA, LLC | ||||
| CNU TECHNOLOGIES OF NEW MEXICO, LLC | ||||
| CNU TECHNOLOGIES OF SOUTH CAROLINA, LLC | ||||
| CNU TECHNOLOGIES OF WISCONSIN, LLC | ||||
| TRAFFICGEN, LLC | ||||
| CASHEURONET UK, LLC | ||||
| ENOVA INTERNATIONAL GEC, LLC | ||||
| EURONETCASH, LLC | ||||
| ENOVA BRAZIL, LLC | ||||
| AEL NET MARKETING, LLC | ||||
| AEL NET OF MISSOURI, LLC | ||||
| NC FINANCIAL SOLUTIONS, LLC | ||||
| By: | CNU Online Holdings, LLC, | |||
| The sole member of each of the foregoing entities | ||||
| By: | /s/ J. Curtis Linscott | |||
| Name: J. Curtis Linscott | ||||
| Title: Executive Vice President and Secretary | ||||
-5-
| NC FINANCIAL SOLUTIONS OF ALABAMA, LLC | ||||||
| NC FINANCIAL SOLUTIONS OF ARIZONA, LLC | ||||||
| NC FINANCIAL SOLUTIONS OF CALIFORNIA, LLC | ||||||
| NC FINANCIAL SOLUTIONS OF COLORADO, LLC | ||||||
| NC FINANCIAL SOLUTIONS OF DELAWARE, LLC | ||||||
| NC FINANCIAL SOLUTIONS OF GEORGIA, LLC | ||||||
| NC FINANCIAL SOLUTIONS OF IDAHO, LLC | ||||||
| NC FINANCIAL SOLUTIONS OF ILLINOIS, LLC | ||||||
| NC FINANCIAL SOLUTIONS OF KANSAS, LLC | ||||||
| NC FINANCIAL SOLUTIONS OF MARYLAND, LLC | ||||||
| NC FINANCIAL SOLUTIONS OF MISSISSIPPI, LLC | ||||||
| NC FINANCIAL SOLUTIONS OF MISSOURI, LLC | ||||||
| NC FINANCIAL SOLUTIONS OF NEVADA, LLC | ||||||
| NC FINANCIAL SOLUTIONS OF NEW MEXICO, LLC | ||||||
| NC FINANCIAL SOLUTIONS OF NORTH DAKOTA, LLC | ||||||
| NC FINANCIAL SOLUTIONS OF OHIO, LLC | ||||||
| NC FINANCIAL SOLUTIONS OF SOUTH CAROLINA, LLC | ||||||
| NC FINANCIAL SOLUTIONS OF SOUTH DAKOTA, LLC | ||||||
| NC FINANCIAL SOLUTIONS OF TENNESSEE, LLC | ||||||
| NC FINANCIAL SOLUTIONS OF TEXAS, LLC | ||||||
| NC FINANCIAL SOLUTIONS OF UTAH, LLC | ||||||
| NC FINANCIAL SOLUTIONS OF VIRGINIA, LLC | ||||||
| NC FINANCIAL SOLUTIONS OF WISCONSIN, LLC | ||||||
| By: | NC Financial Solutions, LLC | |||||
| The sole member of each of the foregoing entities | ||||||
| By: | /s/ J. Curtis Linscott | |||||
| Name: J. Curtis Linscott | ||||||
| Title: Executive Vice President and Secretary | ||||||
| CASHNETUSA CO LLC | ||||||
| CASHNETUSA OR LLC | ||||||
| THE CHECK GIANT NM LLC | ||||||
| By: | CNU of New Mexico, LLC, | |||||
| Manager of each of the foregoing entities | ||||||
| By: | CNU Online Holdings, LLC | |||||
| Its sole member | ||||||
| By: | /s/ J. Curtis Linscott | |||||
| Name: J. Curtis Linscott | ||||||
| Title: Executive Vice President and Secretary | ||||||
-6-
| DEBIT PLUS TECHNOLOGIES, LLC | ||||
| DEBIT PLUS SERVICES, LLC | ||||
| DEBIT PLUS PAYMENT SOLUTIONS, LLC | ||||
| By: | Debit Plus, LLC, | |||
| The sole member of each of the foregoing entities | ||||
| By: | /s/ J. Curtis Linscott | |||
| Name: J. Curtis Linscott | ||||
| Title: Executive Vice President and Secretary | ||||
| STRATEGIC RECEIVABLE MANAGEMENT SOLUTIONS, LLC | ||||
| By: | /s/ J. Curtis Linscott | |||
| Name: J. Curtis Linscott | ||||
| Title: Manager | ||||
| CAMEX HOLDING, LLC | ||||
| By: | Cash America of Mexico, Inc., | |||
| Its sole member | ||||
| By: | /s/ J. Curtis Linscott | |||
| Name: J. Curtis Linscott | ||||
| Title: Executive Vice President and Secretary | ||||
-7-
SCHEDULE I
| Name of Guarantor: |
| AEL Net Marketing, LLC |
| AEL Net of Missouri, LLC |
| Billers Acceptance Group, LLC |
| Bronco Pawn & Gun, Inc. |
| CAMex Holding, LLC |
| Cash America Advance, Inc. |
| Cash America Financial Services, Inc. |
| Cash America Franchising, Inc. |
| Cash America Global Financing, Inc. |
| Cash America Global Services, Inc. |
| Cash America Holding, Inc. |
| Cash America Internet Sales, Inc. |
| Cash America Management L.P. |
| Cash America of Mexico, Inc. |
| Cash America of Missouri, Inc. |
| Cash America Pawn L.P. |
| Cash America Pawn, Inc. of Ohio |
| Cash America, Inc. |
| Cash America, Inc. of Alabama |
| Cash America, Inc. of Alaska |
| Cash America, Inc. of Colorado |
| Cash America, Inc. of Illinois |
| Cash America, Inc. of Indiana |
| Cash America, Inc. of Kentucky |
| Cash America, Inc. of Louisiana |
| Cash America, Inc. of Nevada |
| Cash America, Inc. of North Carolina |
| Cash America, Inc. of Oklahoma |
| Cash America, Inc. of South Carolina |
| Cash America, Inc. of Tennessee |
| Cash America, Inc. of Utah |
| Cash America, Inc. of Virginia |
| CashEuroNet UK, LLC |
| Cashland Financial Services, Inc. |
| CashNet CSO of Maryland, LLC |
| CashNetUSA CO LLC |
| CashNetUSA of Florida, LLC |
| CashNetUSA OR LLC |
| Creazione Estilo, S.A. de C.V., a Mexicansociedad anónima de capital variable |
| CNU DollarsDirect Inc. |
| CNU DollarsDirect Lending Inc. |
| CNU of Alabama, LLC |
| CNU of Alaska, LLC |
| CNU of Arizona, LLC |
| CNU of California, LLC |
| CNU of Colorado, LLC |
| CNU of Delaware, LLC |
| CNU of Florida, LLC |
| CNU of Hawaii, LLC |
| CNU of Idaho, LLC |
| CNU of Illinois, LLC |
| CNU of Indiana, LLC |
| CNU of Kansas, LLC |
| CNU of Louisiana, LLC |
| CNU of Maine, LLC |
| CNU of Michigan, LLC |
| CNU of Minnesota, LLC |
| CNU of Mississippi, LLC |
| CNU of Missouri, LLC |
| CNU of Montana, LLC |
| CNU of Nevada, LLC |
| CNU of New Hampshire, LLC |
| CNU of New Mexico, LLC |
| CNU of North Dakota, LLC |
| CNU of Ohio, LLC |
| CNU of Oklahoma, LLC |
| CNU of Oregon, LLC |
| CNU of Rhode Island, LLC |
| CNU of South Carolina, LLC |
| CNU of South Dakota, LLC |
| CNU of Tennessee, LLC |
| CNU of Texas, LLC |
| CNU of Utah, LLC |
| CNU of Virginia, LLC |
| CNU of Washington, LLC |
| CNU of Wisconsin, LLC |
| CNU of Wyoming, LLC |
| CNU Online Holdings, LLC |
| CNU Technologies of Alabama, LLC |
| CNU Technologies of Arizona, LLC |
| CNU Technologies of California, LLC |
| CNU Technologies of Iowa, LLC |
| CNU Technologies of New Mexico, LLC |
| CNU Technologies of South Carolina, LLC |
| CNU Technologies of Wisconsin, LLC |
| Debit Plus Payment Solutions, LLC |
| Debit Plus Services, LLC |
| Debit Plus Technologies, LLC |
| Debit Plus, LLC |
| Doc Holliday’s Pawnbrokers & Jewellers, Inc. |
| DollarsDirect, LLC |
| DP Labor Holdings, LLC |
| Enova Brazil, LLC |
| Enova Financial Holdings, LLC |
| Enova International, Inc. |
| Enova International GEC, LLC |
| Enova Online Services, Inc. |
| EuroNetCash, LLC |
| Express Cash International Corporation |
| Florida Cash America, Inc. |
| Gamecock Pawn & Gun, Inc. |
| Georgia Cash America, Inc. |
| Hornet Pawn & Gun, Inc. |
| Longhorn Pawn and Gun, Inc. |
| Mobile Leasing Group, Inc. |
| Mr. Payroll Corporation |
| NC Financial Solutions of Alabama, LLC |
| NC Financial Solutions of Arizona, LLC |
| NC Financial Solutions of California, LLC |
| NC Financial Solutions of Colorado, LLC |
| NC Financial Solutions of Delaware, LLC |
| NC Financial Solutions of Georgia, LLC |
| NC Financial Solutions of Idaho, LLC |
| NC Financial Solutions of Illinois, LLC |
| NC Financial Solutions of Kansas, LLC |
| NC Financial Solutions of Maryland, LLC |
| NC Financial Solutions of Mississippi, LLC |
| NC Financial Solutions of Missouri, LLC |
| NC Financial Solutions of Nevada, LLC |
| NC Financial Solutions of New Mexico, LLC |
| NC Financial Solutions of North Dakota, LLC |
| NC Financial Solutions of Ohio, LLC |
| NC Financial Solutions of South Carolina, LLC |
| NC Financial Solutions of South Dakota, LLC |
| NC Financial Solutions of Tennessee, LLC |
| NC Financial Solutions of Texas, LLC |
| NC Financial Solutions of Utah, LLC |
| NC Financial Solutions of Virginia, LLC |
| NC Financial Solutions of Wisconsin, LLC |
| NC Financial Solutions, LLC |
| Ohio Consumer Financial Solutions, LLC |
| Ohio Neighborhood Credit Solutions, LLC |
| Ohio Neighborhood Finance, Inc. |
| PF Labor Holdings, LLC |
| Strategic Receivable Management Solutions, LLC |
| The Check Giant NM LLC |
| Tiger Pawn & Gun, Inc. |
| TrafficGen, LLC |
| Uptown City Pawners, Inc. |
| Vincent’s Jewelers and Loan, Inc. |