COLUMBUS, Ohio and
NEW YORK, Aug. 16, 2019 /PRNewswire/ -- Alliance Data
Systems Corporation (NYSE: ADS) ("Alliance Data") today
announced the preliminary results of its "modified Dutch Auction"
tender offer, which expired one (1) minute after 11:59 p.m., New York
City time, on August 15,
2019.
Based on the preliminary count by Computershare Trust Company,
N.A., the depositary for the tender offer (the
"Depositary"), a total of 13,488,067 shares of Alliance
Data's shares of common stock, $0.01
par value per share, were properly tendered and not properly
withdrawn at or below the purchase price of $162.00 per share.
In accordance with the terms and conditions of the tender offer
and based on the preliminary count by the Depositary, Alliance Data
expects to acquire approximately 5,067,567 shares at a price of
$148.00 per share, for an aggregate
cost of approximately $750 million,
excluding fees and expenses relating to the tender offer. These
shares represent approximately 9.92 percent of the shares
outstanding as of August 14,
2019.
The number of shares to be purchased and the purchase price are
preliminary and subject to change. The preliminary information
contained in this press release is subject to confirmation by the
Depositary and is based on the assumption that all shares tendered
through notice of guaranteed delivery will be delivered within the
two trading day settlement period. The final number of shares to be
purchased and the final purchase price will be announced following
the expiration of the guaranteed delivery period and completion by
the Depositary of the confirmation process. Payment for the shares
accepted under the tender offer, and return of all other shares
tendered and not purchased, will occur promptly thereafter.
J.P. Morgan Securities LLC, Mizuho Securities USA LLC and SunTrust Robinson Humphrey, Inc.
acted as dealer managers for the tender offer. Shareholders who
have questions or would like additional information about the
tender offer may contact the information agent for the tender
offer, D.F. King, toll‑free at (800) 283‑9185.
About Alliance Data
Alliance Data is a leading global provider of data-driven
marketing and loyalty solutions serving large, consumer-based
industries. The Company creates and deploys customized solutions,
enhancing the critical customer marketing experience; the result is
measurably changing consumer behavior while driving business growth
and profitability for some of today's most recognizable brands.
Alliance Data helps its clients create and increase customer
loyalty through solutions that engage millions of customers each
day across multiple touch points using traditional, digital, mobile
and emerging technologies. An S&P 500, FORTUNE 500 and FORTUNE
100 Best Companies to Work For company headquartered in
Columbus, Ohio, Alliance Data
consists of businesses that together employ over 10,000 associates
at more than 50 locations worldwide.
Alliance Data's card services business is a provider of
market-leading private label, co-brand, and business credit card
programs. LoyaltyOne owns and
operates the AIR MILES® Reward Program, Canada's most recognized loyalty program, and
Netherlands-based BrandLoyalty, a
global provider of tailor-made loyalty programs for grocers. In
July 2019 Alliance Data completed the
sale of its Epsilon business to Publicis Groupe. More information
about Alliance Data can be found at www.AllianceData.com.
Forward‑Looking Statements
The statements in this release relating to matters that are not
historical facts are forward-looking statements. These
forward-looking statements are based upon assumptions of management
which are believed to be reasonable at the time made and are
subject to significant risks and uncertainties. Actual results
could differ materially based on factors including, but not limited
to: the loss of or reduction in demand for services from,
significant clients; increases in net charge-offs in credit card
and loan receivables; failure to identify or successfully integrate
or disaggregate business acquisitions or divestitures; increases in
the cost of doing business, including market interest rates;
inability to access the asset-backed securitization funding market;
loss of active AIR MILES® Reward Program collectors; disruptions in
the airline or travel industries; increased redemptions by AIR
MILES® Reward Program collectors; unfavorable fluctuations in
foreign currency exchange rates; limitations on consumer credit,
loyalty or marketing services from new legislative or regulatory
actions related to consumer protection and consumer privacy;
increases in FDIC, Delaware or
Utah regulatory capital
requirements for banks; failure to maintain exemption from
regulation under the Bank Holding Company Act; loss or disruption,
due to cyber attack or other service failures, of data center
operations or capacity; and loss of consumer information due to
compromised physical or cyber security. The accuracy of our
expectations and predictions is also subject to the following risks
and uncertainties: (1) the price and time at which we may make any
additional Share repurchases following completion of the tender
offer and the number of Shares acquired in such repurchases; and
(2) changes in general economic, business and political conditions,
including the possibility of intensified international hostilities,
acts of terrorism, and changes in conditions of the United States or international lending,
capital and financing markets. Additional factors that could cause
results to differ materially from those described in the
forward-looking statements can be found in the "Risk Factors"
section of Alliance Data's Form 10-K for the year ended
December 31, 2018, which can be found
at www.AllianceData.com on the Investor page and on the
Securities and Exchange Commission's website at www.sec.gov.
Media Contact: Yvanka
Wallner +1 212-597-5683
Investor Contact: Tiffany
Louder +1 214-494-3048
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SOURCE Alliance Data Systems Corporation