Enova International, Inc. 8-K Filing

FAQ

Key Financial Figures

• $0.01 — , each share of common stock, par value $0.01 per share, of Grasshopper ("Grasshopper
• $0.00001 — 7 of a share of common stock, par value $0.00001 per share, of Enova ("Enova Common Stoc
• $9.69 — es (the "Stock Consideration"), or (ii) $9.69 (the "Cash Consideration" and, together
• $350 million — ck remains no higher than approximately $350 million in the aggregate (the "Merger Considera
• $2,500,000 — respect of the Grasshopper Warrants of $2,500,000. Corporate Governance The directors
• $5,000,000 — ther provides that a termination fee of $5,000,000 will be payable by Enova, upon terminat

Filing Documents

• enva-20251210.htm (8-K) — 91KB
• enva-ex2_1.htm (EX-2.1) — 1038KB
• enva-ex10_1.htm (EX-10.1) — 185KB
• enva-ex99_1.htm (EX-99.1) — 42KB
• enva-ex99_2.htm (EX-99.2) — 95KB
• img103609170_0.jpg (GRAPHIC) — 368KB
• img103609170_1.jpg (GRAPHIC) — 4KB
• img103609170_2.jpg (GRAPHIC) — 673KB
• img103609170_3.jpg (GRAPHIC) — 531KB
• img103609170_4.jpg (GRAPHIC) — 625KB
• img103609170_5.jpg (GRAPHIC) — 4KB
• img103609170_6.jpg (GRAPHIC) — 554KB
• img103609170_7.jpg (GRAPHIC) — 659KB
• img103609170_8.jpg (GRAPHIC) — 525KB
• img103609170_9.jpg (GRAPHIC) — 666KB
• img103609170_10.jpg (GRAPHIC) — 577KB
• img103609170_11.jpg (GRAPHIC) — 195KB
• img103609170_12.jpg (GRAPHIC) — 465KB
• img103609170_13.jpg (GRAPHIC) — 4KB
• 0001193125-25-315025.txt ( ) — 9821KB
• enva-20251210.xsd (EX-101.SCH) — 23KB
• enva-20251210_htm.xml (XML) — 4KB

01 Entry Into a Material Definitive Agreement

Item 1.01 Entry Into a Material Definitive Agreement. Agreement and Plan of Merger On December 10, 2025, Enova International, Inc. ("Enova"), a Delaware corporation, and Grasshopper Bancorp, Inc. ("Grasshopper"), a Delaware corporation and the parent holding company of Grasshopper Bank N.A. ("Grasshopper Bank"), a national bank and wholly-owned subsidiary of Grasshopper, entered into an Agreement and Plan of Merger (the "Merger Agreement"). Under the terms and subject to the conditions of the Merger Agreement, among other things, (1) Grasshopper will merge with and into Enova, with Enova continuing as the surviving corporation (the "Merger"), and (2) immediately following the Merger, an interim national bank and wholly owned subsidiary of Enova to be formed following the date hereof will merge with and into Grasshopper Bank, with Grasshopper Bank continuing as the surviving bank (the "Bank Merger" and, together with the Merger, the "Mergers"), each as more fully described in the Merger Agreement. The Merger Agreement was unanimously approved by the Board of Directors of each of Enova and Grasshopper. Merger Consideration

01 Regulation FD Disclosure

Item 7.01 Regulation FD Disclosure. On December 11, 2025, Enova issued a press release announcing the execution of the Merger Agreement. A copy of the press release is attached as Exhibit 99.1 hereto and is incorporated herein by reference. In connection with the announcement of the Merger Agreement, on December 11, 2025, Enova released a presentation to investors about the proposed transactions. A copy of the investor presentation is attached as Exhibit 99.2 hereto and is incorporated herein by reference. This information (including Exhibits 99.1 and 99.2) is being furnished under Item 7.01 hereof and shall not be deemed "filed" for purposes of Section 18 of the Securities Exchange Act of 1934, as amended (the "Exchange Act"), or otherwise subject to the liabilities of that section, and such information shall not be deemed incorporated by reference into any filing under the Securities Act or the Exchange Act, except as shall be expressly set forth by specific reference in such filing. Important Additional Information In connection with the proposed transaction, Enova will file with the SEC the registration statement, which will contain the proxy statement/prospectus, and Enova may file with the SEC other relevant documents regarding the proposed transaction. INVESTORS AND SECURITY HOLDERS ARE URGED TO READ THE REGISTRATION STATEMENT AND THE PROXY STATEMENT/PROSPECTUS CAREFULLY AND IN THEIR ENTIRETY AND ANY OTHER RELEVANT DOCUMENTS FILED WITH THE SEC BY ENOVA, AS WELL AS ANY AMENDMENTS OR SUPPLEMENTS TO THOSE DOCUMENTS, WHEN THEY BECOME AVAILABLE BECAUSE THEY WILL CONTAIN IMPORTANT INFORMATION ABOUT ENOVA, GRASSHOPPER AND THE PROPOSED TRANSACTION. A definitive copy of the proxy statement/prospectus will be mailed to stockholders of Grasshopper when that document is final. Investors and security holders will be able to obtain the registration statement and the proxy statement/prospectus, as well as other filings containing information about Enova, free of c

01 Financial Statements and Exhibits

Item 9.01 Financial Statements and Exhibits. (d) Exhibits The following exhibit is furnished as part of this Report on Form 8-K: Exhibit No. Description 2.1 Agreement and Plan of Merger, by and between Enova International, Inc. and Grasshopper Bancorp, Inc., dated December 10, 2025* 10.1 Form of Voting Agreement, by and among Enova International, Inc., Grasshopper Bancorp, Inc., and certain stockholders of Grasshopper Bancorp, Inc. 99.1 Press Release, dated December 11, 2025 99.2 Investor Presentation, dated December 11, 2025 104 Cover Page Interactive Data File (embedded within the Inline XBRL document) * Certain schedules and similar attachments have been omitted pursuant to Item 601(a)(5) of Regulation S-K. The registrant hereby agrees to furnish a copy of any omitted schedule or similar attachment to the SEC upon request.

SIGNATURES

SIGNATURES Pursuant to the requirements of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned thereunto duly authorized. Enova International, Inc. Date: December 11, 2025 By: /s/ Sean Rahilly Sean Rahilly General Counsel & Secretary

View Full Filing

View this 8-K filing on SEC EDGAR