Under the merger mechanics, Aaron's equityholders (including Aaron's MIP unit holders) received an aggregate of approximately 12,312,815 shares of Katapult common stock, while CCFI equityholders received approximately 69,772,607 shares (inclusive of warrant-related shares) and Katapult's pre-existing stockholders retained the remainder. On a fully diluted basis immediately after closing, roughly 87.4 million shares of Katapult common stock were outstanding, with former CCFI equityholders owning approximately 79.8-80%, former Aaron's equityholders owning approximately 14-14.1%, and legacy Katapult stockholders owning approximately 6-6.1% of the combined company.
The mergers were accounted for as a reverse acquisition under ASC 805, with Katapult as the legal acquirer but CCFI treated as the accounting acquirer, based on CCFI unitholders holding the largest voting stake, CCFI controlling six of the combined company's ten board seats (including the board chair), and CCFI being the largest of the three businesses by net income and enterprise value. Per Katapult's preliminary purchase price allocation (Form 8-K/A, Exhibit 99.5), the estimated fair value of total merger consideration for Aaron's was approximately $79.8 million (based on 12,312,815 Katapult shares valued at Katapult's August 11, 2026 market price of $6.48 per share), with estimated goodwill of approximately $91.5 million recognized on the Aaron's acquisition. Katapult itself (also treated as acquired for accounting purposes under the reverse-merger structure) was assigned estimated merger consideration of approximately $34.2 million and goodwill of approximately $46.6 million. These figures are explicitly labeled preliminary and subject to revision as the purchase price allocation is finalized within one year of closing; no separate enterprise value, EV/EBITDA, or P/E multiple for the Aaron's transaction specifically was disclosed in the filings reviewed.
In connection with the closing, Katapult entered into new secured term loan facilities: a Katapult Intermediate Holdings, LLC ("TopCo") term loan of up to $200.0 million, consisting of an initial tranche of approximately $121.7-122.0 million funded in full at closing and a delayed draw facility of up to approximately $78.0 million, bearing interest at 15.0% per annum cash plus 5.0% per annum paid-in-kind, maturing August 11, 2029. A separate Katapult MidCo, LLC term loan of approximately $75.0 million was also entered into at 15.0% per annum (with PIK election available), maturing November 3, 2030, with proceeds used to fund Katapult's repurchase of all 65,000 outstanding shares of its Series A/B preferred stock previously held by Hawthorn (HHCF Series 21 Sub, LLC). CCFI separately amended its existing Sparrow Term Loan, increasing the maximum commitment by $25.0 million to $75.0 million and raising the blended interest rate to 16.6%. Katapult's existing TMX asset-based credit facility was also amended (Seventh Amendment) to extend its draw period to December 31, 2027 and reset legacy loan balances.
Per the combined company's closing press release, the business generated more than $4 billion in 2025 pro forma revenue and more than $460 million in 2025 pro forma adjusted EBITDA. Kyle Hanson, Executive Chairman of Katapult Holdings (former CCFI Executive Chairman and CEO), said the combination unites "three businesses with distinct strengths and a shared commitment to serving nonprime consumers" and creates "a stronger, more diversified platform with broader customer relationships, a vast proprietary data set, complementary capabilities," adding that management has "tremendous confidence" in the leadership team's ability to "integrate these businesses successfully, drive meaningful cost savings and operational efficiencies over time, and create long-term value." Cory Miller, Chief Executive Officer (former CEO of The Aaron's Company), said the deal lets the company "redefine how nonprime consumers access the financial solutions they need," bringing together "complementary brands, a nationwide retail and digital footprint, and the technology and data that connect them." No specific dollar synergy target, percentage of cost base, or phase-in timeline was disclosed in the sources reviewed; management described synergies only qualitatively as "meaningful cost savings and operational efficiencies over time."
Post-closing, the combined company reports results through two segments: Lease-to-Own & Retail (comprising Aaron's -- including its Aaron's, BrandsMart U.S.A., and BrandsMart Leasing brands -- and Katapult) and Consumer Finance (comprising CCFI). Katapult's board was expanded to ten directors, with Kyle Hanson as Executive Chairman and Jennifer Baldock as Lead Director; Cory Miller became CEO, Russell Falkenstein became CFO, William Baker became President, and Douglass Noe became Chief Accounting Officer, alongside new director and executive appointments and several legacy Katapult officer resignations (including former CEO Orlando Zayas and former CFO Nancy Walsh, who received change-in-control severance under their existing employment agreements).
On the advisory side, J.P. Morgan Securities LLC served as exclusive financial advisor to Aaron's, with King & Spalding LLP as Aaron's legal counsel. Guggenheim Securities, LLC served as financial advisor to Katapult Holdings, with Davis Polk & Wardell LLP as Katapult's legal counsel. Morrison Foerster LLP served as legal counsel to CCFI. These roles are confirmed directly in Katapult's August 11, 2026 closing press release (Exhibit 99.1 to the Form 8-K).
The shares of Katapult common stock issued to former Aaron's and CCFI equityholders were registered on a Form S-4 (File No. 333-296909) filed with the SEC on June 18, 2026, except for 76,765,355 shares issued in reliance on the Section 4(a)(2) private-placement exemption, which are subject to a registration rights agreement requiring Katapult to file a resale registration statement within 45 days of closing. Unaudited financial statements and management's discussion and analysis for both CCFI and Aaron's for the six months ended June 30, 2026 and 2025, along with Article 11 unaudited pro forma condensed combined financial information (balance sheet as of June 30, 2026 and income statements for the six months ended June 30, 2026 and full year 2025), were filed by amendment on Form 8-K/A on September 11, 2026, as permitted under the 71-day extension for acquired-business financials. No EPS accretion/dilution figure, termination fee, or further regulatory-approval contingency was disclosed in the filings reviewed; because the transaction has already closed, those items are no longer applicable deal conditions.