Filing Details

28621V101

April 11, 2017

NAME OF REPORTING PERSON

S.S. OR I.R.S. IDENTIFICATION NO. OF ABOVE PERSONS

VPC Specialty Lending Investments Intermediate, L.P.

CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP

(a) ☐

(b) ☒

SEC USE ONLY

CITIZENSHIP OR PLACE OF ORGANIZATION

Delaware

 NUMBER OF

SHARES

BENEFICIALLY

OWNED BY

EACH

REPORTING

PERSON

WITH

SOLE VOTING POWER

0

SHARED VOTING POWER

1,012,000 shares

7.

SOLE DISPOSITIVE POWER

0

8.

SHARED DISPOSITIVE POWER

1,012,000 shares

9.

AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON

1,012,000 shares

CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (9) EXCLUDES CERTAIN SHARES

11.

PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW 9

2.4% ⁽¹⁾

TYPE OF REPORTING PERSON*

PN

NAME OF REPORTING PERSON

S.S. OR I.R.S. IDENTIFICATION NO. OF ABOVE PERSONS

VPC Special Opportunities Fund III Onshore, L.P.

CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP

(a) ☐

(b) ☒

SEC USE ONLY

CITIZENSHIP OR PLACE OF ORGANIZATION

Delaware

 NUMBER OF

SHARES

BENEFICIALLY

OWNED BY

EACH

REPORTING

PERSON

WITH

SOLE VOTING POWER

0

SHARED VOTING POWER

920,000 shares

7.

SOLE DISPOSITIVE POWER

0

8.

SHARED DISPOSITIVE POWER

920,000 shares

9.

AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON

920,000 shares

CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (9) EXCLUDES CERTAIN SHARES

11.

PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW 9

2.2% ⁽²⁾

TYPE OF REPORTING PERSON*

PN

NAME OF REPORTING PERSON

S.S. OR I.R.S. IDENTIFICATION NO. OF ABOVE PERSONS

VPC Onshore Specialty Finance Fund II, L.P.

CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP

(a) ☐

(b) ☒

SEC USE ONLY

CITIZENSHIP OR PLACE OF ORGANIZATION

Delaware

 NUMBER OF

SHARES

BENEFICIALLY

OWNED BY

EACH

REPORTING

PERSON

WITH

SOLE VOTING POWER

0

SHARED VOTING POWER

179,400 shares

7.

SOLE DISPOSITIVE POWER

0

8.

SHARED DISPOSITIVE POWER

179,400 shares

9.

AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON

179,400 shares

CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (9) EXCLUDES CERTAIN SHARES

11.

PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW 9

0.4% ⁽³⁾

TYPE OF REPORTING PERSON*

PN

NAME OF REPORTING PERSON

S.S. OR I.R.S. IDENTIFICATION NO. OF ABOVE PERSONS

VPC Specialty Lending Fund (NE), L.P.

CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP

(a) ☐

(b) ☒

SEC USE ONLY

CITIZENSHIP OR PLACE OF ORGANIZATION

Cayman Islands

 NUMBER OF

SHARES

BENEFICIALLY

OWNED BY

EACH

REPORTING

PERSON

WITH

SOLE VOTING POWER

0

SHARED VOTING POWER

188,600 shares

7.

SOLE DISPOSITIVE POWER

0

8.

SHARED DISPOSITIVE POWER

188,600 shares

9.

AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON

188,600 shares

CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (9) EXCLUDES CERTAIN SHARES

11.

PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW 9

0.5% ⁽⁴⁾

TYPE OF REPORTING PERSON*

PN

NAME OF REPORTING PERSON

S.S. OR I.R.S. IDENTIFICATION NO. OF ABOVE PERSONS

VPC Specialty Lending Investments Intermediate GP, LLC

CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP

(a) ☐

(b) ☒

SEC USE ONLY

CITIZENSHIP OR PLACE OF ORGANIZATION

Delaware

 NUMBER OF

SHARES

BENEFICIALLY

OWNED BY

EACH

REPORTING

PERSON

WITH

SOLE VOTING POWER

0

SHARED VOTING POWER

1,012,000 shares ⁽⁵⁾

7.

SOLE DISPOSITIVE POWER

0

8.

SHARED DISPOSITIVE POWER

1,012,000 shares ⁽⁵⁾

9.

AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON

1,012,000 shares ⁽⁵⁾

CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (9) EXCLUDES CERTAIN SHARES

2.4% ⁽⁶⁾

11.

PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW 9

TYPE OF REPORTING PERSON*

OO

NAME OF REPORTING PERSON

S.S. OR I.R.S. IDENTIFICATION NO. OF ABOVE PERSONS

VPC Special Opportunities Fund III GP, LP

CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP

(a) ☐

(b) ☒

SEC USE ONLY

CITIZENSHIP OR PLACE OF ORGANIZATION

Delaware

 NUMBER OF

SHARES

BENEFICIALLY

OWNED BY

EACH

REPORTING

PERSON

WITH

SOLE VOTING POWER

0

SHARED VOTING POWER

920 ,000 shares ⁽⁷⁾

7.

SOLE DISPOSITIVE POWER

0

8.

SHARED DISPOSITIVE POWER

920 ,000 shares ⁽⁷⁾

9.

AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON

920 ,000 shares ⁽⁷⁾

CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (9) EXCLUDES CERTAIN SHARES

11.

PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW 9

2.2% ⁽⁸⁾

TYPE OF REPORTING PERSON*

PN

NAME OF REPORTING PERSON

S.S. OR I.R.S. IDENTIFICATION NO. OF ABOVE PERSONS

VPC Specialty Finance Fund GP II, LP

CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP

(a) ☐

(b) ☒

SEC USE ONLY

CITIZENSHIP OR PLACE OF ORGANIZATION

Delaware

 NUMBER OF

SHARES

BENEFICIALLY

OWNED BY

EACH

REPORTING

PERSON

WITH

SOLE VOTING POWER

0

SHARED VOTING POWER

179 ,400 shares ⁽⁹⁾

7.

SOLE DISPOSITIVE POWER

0

8.

SHARED DISPOSITIVE POWER

179 ,400 shares ⁽⁹⁾

9.

AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON

179 ,400 shares ⁽⁹⁾

CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (9) EXCLUDES CERTAIN SHARES

11.

PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW 9

0.4% ⁽¹⁰⁾

TYPE OF REPORTING PERSON*

PN

NAME OF REPORTING PERSON

S.S. OR I.R.S. IDENTIFICATION NO. OF ABOVE PERSONS

Next Edge Specialty Finance Corp.

CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP

(a) ☐

(b) ☒

SEC USE ONLY

CITIZENSHIP OR PLACE OF ORGANIZATION

Canada

 NUMBER OF

SHARES

BENEFICIALLY

OWNED BY

EACH

REPORTING

PERSON

WITH

SOLE VOTING POWER

0

SHARED VOTING POWER

188,600 shares ⁽¹¹⁾

7.

SOLE DISPOSITIVE POWER

0

8.

SHARED DISPOSITIVE POWER

188,600 shares ⁽¹¹⁾

9.

AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON

188,600 shares ⁽¹¹⁾

CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (9) EXCLUDES CERTAIN SHARES

11.

PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW 9

0.5% ⁽¹²⁾

TYPE OF REPORTING PERSON*

CO

NAME OF REPORTING PERSON

S.S. OR I.R.S. IDENTIFICATION NO. OF ABOVE PERSONS

Victory Park Capital Advisors, LLC

CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP

(a) ☐

(b) ☒

SEC USE ONLY

CITIZENSHIP OR PLACE OF ORGANIZATION

Delaware

 NUMBER OF

SHARES

BENEFICIALLY

OWNED BY

EACH

REPORTING

PERSON

WITH

SOLE VOTING POWER

0

SHARED VOTING POWER

2,300,000 shares ⁽¹³⁾

7.

SOLE DISPOSITIVE POWER

0

8.

SHARED DISPOSITIVE POWER

2,300,000 shares ⁽¹³⁾

9.

AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON

2,300,000 shares ⁽¹³⁾

CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (9) EXCLUDES CERTAIN SHARES

11.

PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW 9

5.5% ⁽¹⁴⁾

TYPE OF REPORTING PERSON*

OO

NAME OF REPORTING PERSON

S.S. OR I.R.S. IDENTIFICATION NO. OF ABOVE PERSONS

Jacob Capital, L.L.C.

CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP

(a) ☐

(b) ☒

SEC USE ONLY

CITIZENSHIP OR PLACE OF ORGANIZATION

Illinois

 NUMBER OF

SHARES

BENEFICIALLY

OWNED BY

EACH

REPORTING

PERSON

WITH

SOLE VOTING POWER

0

SHARED VOTING POWER

2,300,000 shares ⁽¹⁵⁾

7.

SOLE DISPOSITIVE POWER

0

8.

SHARED DISPOSITIVE POWER

2,300,000 shares ⁽¹⁵⁾

9.

AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON

2,300,000 shares ⁽¹⁵⁾

CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (9) EXCLUDES CERTAIN SHARES

11.

PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW 9

5.5% ⁽¹⁶⁾

TYPE OF REPORTING PERSON*

OO

NAME OF REPORTING PERSON

S.S. OR I.R.S. IDENTIFICATION NO. OF ABOVE PERSONS

Richard Levy

CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP

(a) ☐

(b) ☒

SEC USE ONLY

CITIZENSHIP OR PLACE OF ORGANIZATION

United States

 NUMBER OF

SHARES

BENEFICIALLY

OWNED BY

EACH

REPORTING

PERSON

WITH

SOLE VOTING POWER

0

SHARED VOTING POWER

2,300,000 shares ⁽¹⁷⁾

7.

SOLE DISPOSITIVE POWER

0

8.

SHARED DISPOSITIVE POWER

2,300,000 shares ⁽¹⁷⁾

9.

AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON

2,300,000 shares ⁽¹⁷⁾

CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (9) EXCLUDES CERTAIN SHARES

11.

PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW 9

5.5% ⁽¹⁸⁾

TYPE OF REPORTING PERSON*

IN

Elevate Credit, Inc.

4150 International Plaza, Suite 300

Fort Worth, Texas 76109

VPC Specialty Lending Investments Intermediate, L.P.

VPC Special Opportunities Fund III Onshore, L.P.

VPC Onshore Specialty Finance Fund II, L.P.

VPC Specialty Lending Fund (NE), L.P.

VPC Specialty Lending Investments Intermediate GP, LLC

VPC Special Opportunities Fund III GP, LP

VPC Specialty Finance Fund GP II, LP

Next Edge Specialty Finance Corp.

Victory Park Capital Advisors, LLC

Jacob Capital, L.L.C. 

Richard Levy

All Reporting Persons other than Next Edge Specialty Finance Corp.:

227 West Monroe Street, Suite 3900

Chicago, Illinois 60606

Next Edge Specialty Finance Corp.:

1 Toronto Street, Suite 200

Toronto, Ontario 

Canada
M5C 2V6

VPC Specialty Lending Investments Intermediate, L.P. – Delaware

VPC Special Opportunities Fund III Onshore, L.P. – Delaware

VPC Onshore Specialty Finance Fund II, L.P. – Delaware

VPC Specialty Lending Fund (NE), L.P. – Cayman Islands

VPC Specialty Lending Investments Intermediate GP, LLC – Delaware

VPC Special Opportunities Fund III GP, LP – Delaware

VPC Specialty Finance Fund GP II, LP – Delaware 

Next Edge Specialty Finance Corp. – Canada

If This Statement is Filed Pursuant to Rule 13d-1(b), or 13d-2(b) or (c), Check Whether the Person Filing is a:

Broker or dealer registered under Section 15 of the Exchange Act.

Bank as defined in Section 3(a)(6) of the Exchange Act.

Insurance company as defined in Section 3(a)(19) of the Exchange Act.

Investment company registered under Section 8 of the Investment Company Act.

An investment adviser in accordance with Rule 13d-1(b)(1)(ii)(E);

An employee benefit plan or endowment fund in accordance with Rule 13d-1(b)(1)(ii)(F);

A parent holding company or control person in accordance with Rule 13d-1(b)(1)(ii)(G);

(h)

A savings association as defined in Section 3(b) of the Federal Deposit Insurance Act;

A church plan that is excluded from the definition of an investment company under Section 3(c)(14) of the Investment Company Act;

A non-U.S. institution in accordance with Rule 13d-1(b)(1)(ii)(J);

Group, in accordance with Rule 13d-1(b)(1)(ii)(K).

Provide the following information regarding the aggregate number and percentage of the class of securities of the issuer identified in Item 1.

VPC Specialty Lending Investments Intermediate, L.P. – 1,012,000 shares

VPC Special Opportunities Fund III Onshore, L.P. – 920,000 shares

VPC Onshore Specialty Finance Fund II, L.P. – 179,400 shares

VPC Specialty Lending Fund (NE), L.P. – 188,600 shares

VPC Specialty Lending Investments Intermediate GP, LLC – 1,012,000 shares

VPC Special Opportunities Fund III GP, LP – 920,000 shares

VPC Specialty Finance Fund GP II, LP – 179,400 shares

Next Edge Specialty Finance Corp. – 188,600 shares

Victory Park Capital Advisors, LLC – 2,300,000 shares

Jacob Capital, L.L.C. – 2,300,000 shares

Richard Levy – 2,300,000 shares

VPC Specialty Lending Investments Intermediate, L.P. – 2.4%

VPC Special Opportunities Fund III Onshore, L.P. – 2.2%

VPC Onshore Specialty Finance Fund II, L.P. – 0.4%

VPC Specialty Lending Fund (NE), L.P. – 0.5%

VPC Specialty Lending Investments Intermediate GP, LLC – 2.4%

VPC Special Opportunities Fund III GP, LP – 2.2%

VPC Specialty Finance Fund GP II, LP – 0.4%

Next Edge Specialty Finance Corp. – 0.5%

Victory Park Capital Advisors, LLC – 5.5%

Jacob Capital, L.L.C. – 5.5%

Richard Levy – 5.5%

Beneficial ownership percentages are as of the date of this filing, based on 41,693,473 outstanding shares of the Common Stock of Issuer as of April 11, 2017.

VPC Specialty Lending Investments Intermediate, L.P. – 1,012,000 shares

VPC Special Opportunities Fund III Onshore, L.P. – 920,000 shares

VPC Onshore Specialty Finance Fund II, L.P. – 179,400 shares

VPC Specialty Lending Fund (NE), L.P. – 188,600 shares

VPC Specialty Lending Investments Intermediate GP, LLC – 1,012,000 shares

VPC Special Opportunities Fund III GP, LP – 920,000 shares

VPC Specialty Finance Fund GP II, LP – 179,400 shares

Next Edge Specialty Finance Corp. – 188,600 shares

Victory Park Capital Advisors, LLC – 2,300,000 shares

Jacob Capital, L.L.C. – 2,300,000 shares 

Richard Levy – 2,300,000 shares

Sole power to dispose or to direct the disposition of:

Shared power to dispose or to direct the disposition of:

VPC Specialty Lending Investments Intermediate, L.P. – 1,012,000 shares

VPC Special Opportunities Fund III Onshore, L.P. – 920,000 shares

VPC Onshore Specialty Finance Fund II, L.P. – 179,400 shares

VPC Specialty Lending Fund (NE), L.P. – 188,600 shares

VPC Specialty Lending Investments Intermediate GP, LLC – 1,012,000 shares

VPC Special Opportunities Fund III GP, LP – 920,000 shares

VPC Specialty Finance Fund GP II, LP – 179,400 shares

Next Edge Specialty Finance Corp. – 188,600 shares

Victory Park Capital Advisors, LLC – 2,300,000 shares

Jacob Capital, L.L.C. – 2,300,000 share 

Richard Levy – 2,300,000 shares

If this statement is being filed to report the fact that as of the date hereof the reporting person has ceased to be the beneficial owner of more than five percent of the class of securities check the following ☐.

If any other person is known to have the right to receive or the power to direct the receipt of dividends from, or the proceeds from the sale of, such securities, a statement to that effect should be included in response to this item and, if such interest relates to more than five percent of the class, such person should be identified. A listing of the shareholders of an investment company registered under the Investment Company Act of 1940 or the beneficiaries of employee benefit plan, pension fund or endowment fund is not required.

Identification and Classification of the Subsidiary Which Acquired the Security Being Reported on by the Parent Holding Company or Control Person.

If a parent holding company or Control person has filed this schedule, pursuant to Rule 13d-1(b)(1)(ii)(G), so indicate under Item 3(g) and attach an exhibit stating the identity and the Item 3 classification of the relevant subsidiary. If a parent holding company or control person has filed this schedule pursuant to Rule 13d-1(c) or Rule 13d-1(d), attach an exhibit stating the identification of the relevant subsidiary.

If a group has filed this schedule pursuant to ss.240.13d-1(b)(1)(ii)(J), so indicate under Item 3(j) and attach an exhibit stating the identity and Item 3 classification of each member of the group. If a group has filed this schedule pursuant to ss.240.13d-1(c) or ss.240.13d-1(d), attach an exhibit stating the identity of each member of the group.

Notice of dissolution of a group may be furnished as an exhibit stating the date of the dissolution and that all further filings with respect to transactions in the security reported on will be filed, if required, by members of the group, in their individual capacity. See Item 5.

By signing below I certify that, to the best of my knowledge and belief, the securities referred to above were not acquired and are not held for the purpose of or with the effect of changing or influencing the control of the issuer of the securities and were not acquired and are not held in connection with or as a participant in any transaction having that purpose or effect, other than activities solely in connection with a nomination under §240.14a–11.