Bread Financial Holdings, Inc. (NYSE: BFH) (“Bread Financial” or
the “Company”) announced the results, as of 5:00 p.m., New York
City time, on June 14, 2023 (the “Expiration Time”), of its
previously announced cash tender offer for its outstanding 4.750%
Senior Notes due 2024 (the “Notes”). The cash tender offer was
announced on June 8, 2023 and was made pursuant to the Offer to
Purchase and the related Notice of Guaranteed Delivery, each dated
June 8, 2023 (the “Tender Offer Documents”). The following table
presents the aggregate principal amount of the Notes tendered and
not validly withdrawn as of the Expiration Time and the aggregate
principal amount of the Notes tendered pursuant to the guaranteed
delivery procedures described in the Tender Offer Documents.
Capitalized terms used but not defined herein shall have the
meaning given to them in the Offer to Purchase.
Title of Security
CUSIP / ISIN
Principal Amount
Outstanding
Principal Amount Tendered as
of Expiration Time(1)
Principal Amount Tendered
pursuant to Guaranteed Delivery
4.750% Senior Notes due 2024.....
144A: 018581 AK4 /
US018581AK47
Reg S: U01797 AH9 /
USU01797AH90
$850,000,000
$564,679,000
$1,815,000
_______________________________
(1) Amounts do not include the principal
amount of the Notes tendered pursuant to the guaranteed delivery
procedures described in the Tender Offer Documents.
The Company has accepted for purchase all Notes validly tendered
and not validly withdrawn at or prior to the Expiration Time.
Holders whose Notes have been accepted for purchase will also
receive accrued and unpaid interest on the purchased Notes from,
and including, the last interest payment date for such Notes up to,
but excluding, the Settlement Date (as defined below). The Company
also expects to accept Notes validly tendered and delivered
pursuant to the guaranteed delivery procedures described in the
Tender Offer Documents. The Company will not accept any further
tenders.
The settlement date for Notes validly tendered and not validly
withdrawn at or prior to the Expiration Time is expected to be June
20, 2023 (the “Settlement Date”). On June 7, 2023, Bread Financial
entered into a new credit agreement, pursuant to which the lenders
thereunder have agreed to fund a new $700 million senior unsecured
revolving credit facility and a new $575 million senior unsecured
delayed draw term loan facility. The new credit agreement became
effective on June 13, 2023, and the Company intends to use a
portion of the borrowings under the new delayed draw term loan
facility, together with cash on hand, to fund the purchase of the
Notes.
J.P. Morgan Securities LLC acted as sole lead dealer manager for
the tender offer (the “Sole Lead Dealer Manager”), and BMO Capital
Markets Corp., BNP Paribas Securities Corp., CIBC World Markets
Corp., KeyBanc Capital Markets Inc., Scotia Capital (USA) Inc.,
Truist Securities, Inc., RBC Capital Markets, LLC and U.S. Bancorp
Investments, Inc. served as co-dealer managers for the tender offer
(the “Co-Dealer Managers” and, together with the Sole Lead Dealer
Manager, the “Dealer Managers”).
This news release is neither an offer to purchase nor a
solicitation of an offer to sell any securities. The tender offer
was made only by, and pursuant to the terms of, the Tender Offer
Documents. The tender offer was not made in any jurisdiction in
which the making or acceptance thereof would not be in compliance
with the securities, blue sky or other laws of such jurisdiction.
In any jurisdiction where the laws require the tender offer be made
by a licensed broker or dealer, the tender offer was made by the
Dealer Managers on behalf of the Company. None of the Company, D.F.
King & Co., Inc., as Tender and Information Agent, or the
Dealer Managers, nor any of their affiliates, has made any
recommendation as to whether holders should tender or refrain from
tendering all or any portion of their Notes in response to the
tender offer.
About Bread Financial
Bread Financial Holdings, Inc. (NYSE: BFH) is a tech-forward
financial services company providing simple, personalized payment,
lending and saving solutions. The Company creates opportunities for
its customers and partners through digitally enabled choices that
offer ease, empowerment, financial flexibility and exceptional
customer experiences. Driven by a digital-first approach, data
insights and white-label technology, Bread Financial delivers
growth for its partners through a comprehensive product suite,
including private label and co-brand credit cards, installment
lending, and buy now, pay later (BNPL). Bread Financial also offers
direct-to-consumer solutions that give customers more access,
choice and freedom through its branded Bread Cashback™ American
Express® Credit Card and Bread Savings™ products.
Headquartered in Columbus, Ohio, Bread Financial is powered by
its 7,500+ global associates and is committed to sustainable
business practices.
Caution Concerning Forward-Looking Statements
This news release may contain forward-looking statements,
including, but not limited to, our financing plans and the details
thereof, including the tender offer of the Notes and the other
expected effects of such transaction. Forward-looking statements
may generally be identified by the use of the words such as
“believe,” “expect,” “anticipate,” “estimate,” “intend,” “project,”
“plan,” “likely,” “may,” “should” or other words or phrases of
similar import. Similarly, statements that describe our business
strategy, outlook, objectives, plans, intentions or goals also are
forward-looking statements. Examples of forward-looking statements
include, but are not limited to, statements we make regarding, and
the guidance we give with respect to, our anticipated operating or
financial results, future financial performance and outlook, future
dividend declarations, and future economic conditions.
We believe that our expectations are based on reasonable
assumptions. Forward-looking statements, however, are subject to a
number of risks and uncertainties that are difficult to predict
and, in many cases, beyond our control. Accordingly, our actual
results could differ materially from the projections, anticipated
results or other expectations expressed in this release, and no
assurances can be given that our expectations will prove to have
been correct. Factors that could cause the outcomes to differ
materially include, but are not limited to, the following:
macroeconomic conditions, including market conditions, inflation,
rising interest rates, unemployment levels and the increased
probability of a recession, and the related impact on consumer
payment rates, savings rates and other behavior; global political
and public health events and conditions, including the ongoing war
in Ukraine and the continuing effects of the global COVID-19
pandemic; future credit performance, including the level of future
delinquency and write-off rates; the loss of, or reduction in
demand from, significant brand partners or customers in the highly
competitive markets in which we compete; the concentration of our
business in U.S. consumer credit; inaccuracies in the models and
estimates on which we rely, including the amount of our Allowance
for credit losses and our credit risk management models; the
inability to realize the intended benefits of acquisitions,
dispositions and other strategic initiatives; our level of
indebtedness and ability to access financial or capital markets;
pending and future legislation, regulation, supervisory guidance,
and regulatory and legal actions, including, but not limited to,
those related to financial regulatory reform and consumer financial
services practices, as well as any such actions with respect to
late fees, interchange fees or other charges; impacts arising from
or relating to the transition of our credit card processing
services to third party service providers that we completed in
2022; failures or breaches in our operational or security systems,
including as a result of cyberattacks, unanticipated impacts from
technology modernization projects or otherwise; and any tax
liability, disputes or other adverse impacts arising out of or
relating to the spinoff of our former LoyaltyOne segment or the
recent bankruptcy filings of Loyalty Ventures Inc. and certain of
its subsidiaries. The foregoing factors, along with other risks and
uncertainties that could cause actual results to differ materially
from those expressed or implied in forward-looking statements, are
described in greater detail under the headings “Risk Factors” and
“Management’s Discussion and Analysis of Financial Condition and
Results of Operations” in our Annual Report on Form 10-K for the
most recently ended fiscal year, which may be updated in Item 1A
of, or elsewhere in, our Quarterly Reports on Form 10-Q filed for
periods subsequent to such Form 10-K. Our forward-looking
statements speak only as of the date made, and we undertake no
obligation, other than as required by applicable law, to update or
revise any forward-looking statements, whether as a result of new
information, subsequent events, anticipated or unanticipated
circumstances or otherwise.
View source
version on businesswire.com: https://www.businesswire.com/news/home/20230615476458/en/
Investors/Analysts Brian Vereb
Brian.Vereb@BreadFinancial.com
Susan Haugen Susan.Haugen@BreadFinancial.com
Media Rachel Stultz
Rachel.Stultz@BreadFinancial.com
Bread Financial (NYSE:BFH)
Gráfico Histórico do Ativo
De Mai 2024 até Jun 2024
Bread Financial (NYSE:BFH)
Gráfico Histórico do Ativo
De Jun 2023 até Jun 2024