---
schema_version: "secwatch.filing_event.v1"
accession: "0001084961-23-000019"
form_type: "8-K"
ticker: "ECPG"
cik: "0001084961"
company_name: "ENCORE CAPITAL GROUP INC"
filed_at: "2023-03-03T23:59:59+00:00"
generated_at: "2026-06-18T12:45:01.629522+00:00"
event_type: "debt"
sentiment: "neutral"
materiality_score: 0.55
calibrated_materiality_score: 0.55
confidence: "high"
source: SEC EDGAR
---

# Encore Capital issues $230M of 4.00% convertible notes due 2029, repurchases $154.8M of 2023 exchangeable notes

## Summary
- Issued $230M aggregate principal of 4.00% convertible senior notes due 2029, including $30M over-allotment.
- Initial conversion price ~$65.89/share, a 27.5% premium over $51.68 closing price on Feb 28, 2023.
- Net proceeds ~$223.3M; used $192.5M to repurchase $154.8M of 2023 exchangeable notes and $18.5M for capped call transactions.
- Capped call transactions with cap price ~$82.69/share to reduce potential dilution upon conversion.
- Remaining proceeds for general corporate purposes, including potential debt repayment or stock repurchases.

## SEC filing metadata
- accession: 0001084961-23-000019
- form_type: 8-K
- ticker: ECPG
- cik: 0001084961
- company_name: ENCORE CAPITAL GROUP INC
- filed_at: 2023-03-03T23:59:59+00:00
- event_type: debt
- sentiment: neutral
- materiality_score: 0.55
- calibrated_materiality_score: 0.55
- confidence: high
- sec_items: 1.01, 2.03, 3.02, 8.01, 9.01
- EDGAR index: https://www.sec.gov/Archives/edgar/data/1084961/000108496123000019/0001084961-23-000019-index.htm
- EDGAR primary document: https://www.sec.gov/Archives/edgar/data/1084961/000108496123000019/ecpg-20230228.htm

## Machine-readable alternates
- HTML: https://secwatch.observer/filing/0001084961-23-000019
- JSON: https://secwatch.observer/filing/0001084961-23-000019.json
- Plain text: https://secwatch.observer/filing/0001084961-23-000019.txt

## Key facts
- Debt Financings
  ENCORE CAPITAL GROUP INC incurred convertible notes of $230.0 million aggregate principal amount with Truist Bank at 4.00% per annum maturing March 15, 2029.
  - Instrument: convertible notes
  - Principal: $230.0 million aggregate principal amount
  - Counterparty: Truist Bank
  - Rate: 4.00% per annum
  - Maturity: March 15, 2029
  - Event: incurrence
  source text: On March 3, 2023, Encore Capital Group, Inc. (the “Company”) closed its previously announced offering of $230.0 million aggregate principal amount of 4.00% Convertible Senior Notes due 2029 (the “Notes”)
  evidence_url: https://www.sec.gov/Archives/edgar/data/1084961/000108496123000019/0001084961-23-000019-index.htm
- Material Agreements
  ENCORE CAPITAL GROUP INC entered into Indenture with Truist Bank valued at $230.0 million (effective 2023-03-03).
  - Action: entry
  - Agreement: notes offering
  - Counterparty: Truist Bank
  - Value: $230.0 million
  - Effective: 2023-03-03
  source text: On March 3, 2023, Encore Capital Group, Inc. (the “Company”) closed its previously announced offering of $230.0 million aggregate principal amount of 4.00% Convertible Senior Notes due 2029 (the “Notes”), which includes $30.0 million aggregate principal amount of Notes issued pursuant to the exercise in full of the over-allotment option as described below. The Notes were issued pursuant to an indenture (the “Indenture”) dated as of March 3, 2023 between the Company and Truist Bank, as trustee (the “Trustee”).
  evidence_url: https://www.sec.gov/Archives/edgar/data/1084961/000108496123000019/0001084961-23-000019-index.htm
- Material Agreements
  ENCORE CAPITAL GROUP INC entered into purchase agreement with certain initial purchasers valued at $200.0 million (effective 2023-02-28).
  - Action: entry
  - Agreement: underwriting
  - Counterparty: certain initial purchasers
  - Value: $200.0 million
  - Effective: 2023-02-28
  source text: On February 28, 2023, the Company entered into a purchase agreement with certain initial purchasers relating to the issuance and sale of $200.0 million of Notes in a private offering to qualified institutional buyers pursuant to Rule 144A under the Securities Act of 1933, as amended (the “Securities Act”).
  evidence_url: https://www.sec.gov/Archives/edgar/data/1084961/000108496123000019/0001084961-23-000019-index.htm

This AI-assisted summary is a reading aid. Review the linked SEC EDGAR filing before relying on any specific claim.