Item 8.01. Other Events.

On November 30, 2021, Atlanticus Holdings Corporation, a Georgia corporation (the "Company"), issued and sold an additional $15,000,000 aggregate principal amount of the Company's 6.125% Senior Notes due November 30, 2026 (the "Additional Notes"), pursuant to the exercise of the underwriters' option to purchase the Additional Notes granted to the underwriters in the underwriting agreement (the "Underwriting Agreement"), dated as of November 17, 2021, by and between the Company and B. Riley Securities, Inc., as representative of the several underwriters named therein.

The net proceeds to the Company, inclusive of the previously disclosed issuance and sale of $135,000,000 aggregate principal amount of the Company's 6.125% Senior Notes due November 30, 2026 pursuant to the Underwriting Agreement, were approximately $142.7 million, after deducting underwriting discounts and estimated offering expenses.

A copy of the legal opinion of Troutman Pepper Hamilton Sanders LLP relating to the legality of the Additional Notes is filed as Exhibit 5.1 to this Current Report on Form 8-K.

Item 9.01. Financial Statements and Exhibits.



(d) Exhibits.



Exhibit
No.                                     Description
5.1         Opinion of Troutman Pepper Hamilton Sanders LLP.
23.1        Consent of Troutman Pepper Hamilton Sanders LLP to the filing of
          Exhibit 5.1 herewith (included in Exhibit 5.1).
99.1        Press Release, dated November 30, 2021.
104       Cover Page Interactive Data File (embedded within the Inline XBRL
          document)

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