8-K

 

UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, D.C. 20549

FORM 8-K

CURRENT REPORT

Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934

Date of Report (Date of Earliest Event Reported): January 16, 2012

Portfolio Recovery Associates, Inc.
__________________________________________
(Exact name of registrant as specified in its charter)

Delaware	000-50058	75-3078675
_____________________ (State or other jurisdiction	_____________ (Commission	______________ (I.R.S. Employer
of incorporation)	File Number)	Identification No.)
120 Corporate Boulevard, Norfolk, Virginia		23502
_________________________________ (Address of principal executive offices)		___________ (Zip Code)

Registrant’s telephone number, including area code: 888-772-7326

Not Applicable
______________________________________________
Former name or former address, if changed since last report

Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions:

[  ]  Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)
[  ]  Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)
[  ]  Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))
[  ]  Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))

Item 8.01 Other Events.

On January 16, 2012, Portfolio Recovery Associates, Inc. (the "Company"), through its wholly owned subsidiary, PRA U.K. Holding PTY Ltd., formed under the laws of the United Kingdom, acquired 100% of the capital stock of Mackenzie Hall Holdings, Ltd. and its wholly owned subsidiaries Mackenzie Hall Ltd., Meritforce Ltd. and Mackenzie Hall Debt Purchase, Ltd. (collectively, "Mackenzie Hall"). Pursuant to a Share Purchase Agreement between the Company and JZ Financial Services B.V. and Paul MacKenzie (the "Sellers"), the transaction was completed for a maximum price of approximately $51 million in cash, subject to certain post-closing adjustments. The purchase was funded through the Company’s existing bank credit line.

Mackenzie Hall, which is based in Kilmarnock, Scotland, provides outsourced and contingent consumer debt recovery services for banks, credit providers and debt purchasers, and is also a purchaser of defaulted consumer accounts. This acquisition will be reflected in the Company's consolidated financial statements for the first quarter, 2012. The foregoing is a summary and does not purport to be a complete description of all terms and conditions of the agreements between the parties that were entered into in connection with this transaction.

A copy of the Company's press release announcing the completion of the acquisition is furnished with this Current Report as Exhibit 99.1 and is incorporated herein by reference. Pursuant to the rules and regulations of the Securities and Exchange Commission, such exhibit and the information set forth therein are deemed to have been furnished and shall not be deemed to be "filed" under the Securities Exchange Act of 1934, as amended.

Item 9.01 Financial Statements and Exhibits.

(a) Financial statements:
None

(b) Pro forma financial information:
None

(c) Shell company transactions:
None

(d) Exhibits

99.1 Press Release dated January 16, 2012.

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 hereunto duly authorized.

	Portfolio Recovery Associates, Inc.
January 18, 2011	By:	/s/ Kevin P. Stevenson
		Name: Kevin P. Stevenson
		Title: EVP/CFO

Exhibit Index

Exhibit No.	Description
99.1	Press Release dated Janaury 16, 2012.

EX-99.1

PRA ACQUIRES MACKENZIE HALL HOLDINGS, EXPANDS PRESENCE TO UNITED KINGDOM

NORFOLK, Va. – Jan. 16, 2012 – Portfolio Recovery Associates, Inc. (NASDAQ: PRAA), a specialized financial and business services company and market leader in the consumer debt purchase and collection industry, today announced that it has acquired Mackenzie Hall Holdings Ltd., a leading UK debt collection and purchase group.

Under the terms of the transaction, Portfolio Recovery Associates (PRA) purchased 100% of the equity interest in Mackenzie Hall Holdings, Ltd. for a maximum price of £33.5 million (approximately $51 million) in cash. PRA anticipates the acquisition will be immediately accretive to earnings. The Company intends to discuss the acquisition further during its fourth-quarter 2011 earnings call.

Based in Kilmarnock, Scotland, Mackenzie Hall offers outsourced and contingent consumer debt recovery on behalf of banks, credit providers and debt purchasers, as well as distressed and dormant niche portfolio purchasing. The Company employs approximately 170 people at its headquarters and contact center in Kilmarnock.

“This acquisition expands PRA’s presence into new geographic markets, further diversifying our revenue and available service offerings,” said Steve Fredrickson, chairman, president and chief executive officer of PRA. “Our plan includes providing both expertise and capital to the Mackenzie Hall team, permitting them to accelerate their already impressive track record of growth and innovation. I’m proud to welcome all of Mackenzie Hall’s employees to the PRA team.”

Paul Mackenzie, chief executive of Mackenzie Hall Holdings Ltd., welcomed the acquisition, stressing that PRA’s investment would ensure continuity and financial strength. “This deal confirms Mackenzie Hall’s position as the UK’s most exciting and progressive consumer debt collection and debt purchase agency,” he said. “It provides us with unparalleled support in our pursuit of accelerated growth, both in our core contingent collections service, which remains at the heart of the business, and in our ongoing purchase of niche portfolios.”

Mr. Mackenzie and his executive management team have entered into long-term employment agreements with PRA.

About Mackenzie Hall Holdings

Mackenzie Hall Holdings Ltd. is one of the UK’s fastest-growing businesses in consumer debt recovery. Founded in 2003 by Chief Executive Paul Mackenzie, Mackenzie Hall today comprises Mackenzie Hall Ltd., outsourced and contingent consumer debt recovery specialists operating on behalf of a wide range of banks, credit providers and debt purchasers; Mackenzie Hall Debt Purchase Ltd., purchasers of distressed and dormant niche portfolios; and doorstep collections agency Meritforce Ltd. The award-winning company is based in Kilmarnock, Scotland, employing approximately 170 people at its headquarters and contact center. For additional information, please visit www.mackenziehallgroup.com.

About Portfolio Recovery Associates, Inc.

Portfolio Recovery Associates, Inc. (PRA) is a specialized financial and business services company. A market leader in the consumer debt purchase and collection industry, PRA also provides through its subsidiaries a broad range of fee-based services, including revenue enhancement for local governments; vehicle location, skip-tracing and collateral recovery for auto lenders; and filing of class action claims on behalf of institutional investors and non-securities clients. PRA has a longstanding culture of compliance, engaging collaboratively with its more than 27 million customers to create realistic, affordable repayment plans. The Company has operations in 10 states, and more than 2,500 employees.

PRA has been named to the Forbes 100 Best Small Companies in America annual rankings list for five consecutive years (2007 — 2011). It was ranked as one of BusinessWeek’s 100 Hot Growth Companies in 2003, 2004 and 2007, and was recognized by Fortune as one of America’s Top Small Businesses in 2006 and 2007. The Company’s shares are publicly traded on the NASDAQ Global Select Market under the symbol “PRAA.” Additional information about Portfolio Recovery Associates is available at www.portfoliorecovery.com.

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Media Contact:
Ray Atkinson
Assistant Vice President, Corporate Communications
Portfolio Recovery Associates
raatkinson@portfoliorecovery.com
(757) 351-3264