Bread Financial Holdings, Inc 8-K, filed Oct 14, 2021
Bread Financial Holdings, Inc. (BFH)
8-K
2021-10-14
For: 2021-10-14
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Added on
April 10, 2026
About this 8-K
Bread Financial Holdings, Inc filed this 8-K on October 14, 2021.
Items reported
- Item 7.01: Regulation FD disclosure
- Item 9.01: Financial statements and exhibits
SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, D.C. 20549
FORM 8-K
CURRENT REPORT
PURSUANT TO SECTION 13 OR 15(d) OF THE
SECURITIES EXCHANGE ACT OF 1934
Date of report (Date of earliest event reported):
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of Incorporation)
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Identification No.)
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(Address and Zip Code of Principal Executive Offices)
(614 )
729-4000
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(Former name or former address, if changed since last report)
Check the appropriate box below if the Form 8-K is intended to simultaneously satisfy the filing obligation of the Registrant under any
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Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act
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Securities registered pursuant to Section 12(b) of the Act:
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Indicate by check mark whether the registrant is an emerging growth company as defined in Rule 405 of the Securities Act of 1933
(§230.405 of this chapter) or Rule 12b-2 of the Securities Exchange Act of 1934 (§240.12b-2 of this chapter).
Emerging growth company ☐
If an emerging growth company, indicate by check mark if the registrant has elected not to use the extended transition period for
complying with any new or revised financial accounting standards provided pursuant to Section 13(a) of the Exchange Act. [ ]
Item 7.01 Regulation FD Disclosure.
As previously disclosed, on October 13, 2021, the Board of Directors of Alliance Data Systems Corporation
approved the previously announced separation (the “Separation”) of its LoyaltyOne segment, consisting of its Canadian AIR MILES® Reward Program and Netherlands-based BrandLoyalty businesses, into an independent, publicly traded
company, Loyalty Ventures Inc. (“Loyalty Ventures”). Attached as Exhibit 99.1, which is incorporated by reference into this Item 7.01, is a presentation to be given to investors and others by senior officers of Loyalty Ventures in connection
with the Separation.
The completion of the Separation is subject to a number of customary conditions, including the Securities and
Exchange Commission having declared effective Loyalty Venture’s Registration Statement on Form 10, as amended.
Item 9.01 Financial Statements and Exhibits.
(d) Exhibits
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Exhibit No.
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Document Description
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Loyalty Ventures Inc. Investor Presentation Materials.
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104
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Cover Page Interactive Data File (embedded within the Inline XBRL document).
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The information contained in this report (including Exhibit 99.1) shall not be deemed "filed" for purposes of
Section 18 of the Securities Exchange Act of 1934, as amended, or otherwise subject to the liabilities of that section, nor shall it be deemed incorporated by reference in any filing under the Securities Act of 1933, as amended, except as
expressly set forth by specific reference in such a filing.
SIGNATURES
Pursuant to the requirements of the Securities Exchange Act of 1934, as amended, the Registrant has duly caused this report to be
signed on its behalf by the undersigned hereunto duly authorized.
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Alliance Data Systems Corporation
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Date: October 14, 2021
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By:
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/s/ Joseph L. Motes III
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Joseph L. Motes III
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Executive Vice President, Chief
Administrative Officer, General
Counsel and Secretary
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Loyalty Ventures Overview 1 October 2021 Exhibit 99.1
Legal Disclaimer 2 This presentation contains forward-looking statements within the meaning of Section
27A of the Securities Act of 1933 and Section 21E of the Securities Exchange Act of 1934. Forward-looking statements give our expectations or forecasts of future events and can generally be identified by the use of 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, completion of
the spinoff by Alliance Data Systems Corporation and future economic conditions, including, but not limited to, fluctuation in currency exchange rates, market conditions and COVID-19 impacts related to reduction in demand from clients, supply
chain disruption with respect to our rewards, disruptions in the airline or travel industries and labor shortages due to quarantine.We believe that our expectations are based on reasonable assumptions. Forward-looking statements, however, are
subject to a number of risks and uncertainties that could cause actual results to differ materially from the projections, anticipated results or other expectations expressed in this presentation, and no assurances can be given that our
expectations will prove to have been correct. These risks and uncertainties include, but are not limited to, factors set forth in the Risk Factors section of both (1) Alliance Data Systems Corporation’s Annual Report on Form 10-K for the most
recently ended fiscal year, which may be updated in Item 1A of, or elsewhere in, its Quarterly Reports on Form 10-Q filed for periods subsequent to such Form 10-K; and (2) our Registration Statement on Form 10-12B. 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.In addition to the results presented in accordance with generally accepted accounting principles, or GAAP, the Company may present financial measures that are non-GAAP measures, such as Pro Forma
Adjusted EBITDA. Pro Forma Adjusted EBITDA eliminates the non-cash depreciation of tangible assets and amortization of intangible assets, including certain intangible assets that were recognized in business combinations, and the non-cash effect
of stock compensation expense. Pro Forma Adjusted EBITDA also eliminates the effect of gains on the sale of a business and/or certain investments, strategic transaction costs and restructuring and other charges, and incorporates synergies from
restructuring actions. Pro Forma Adjusted EBITDA is also impacted by estimated incremental expenses for Loyalty Ventures Inc. Corporate. In addition, Precima®, a provider of strategy and customer data application and analytics, which has
historically been reported within the AIR MILES Reward Program segment in the historical carve-out financial statements, was excluded from the financial information presented as it was sold on January 10, 2020.
Table of Contents 3 1 Leading Provider of Tech-Enabled Loyalty Programs Globally Our
Business 2 3 Long Runway For Growth 4 Highly Attractive Financial Profile
SECTION 1 Leading Provider of Tech-Enabled Loyalty Programs Globally
Comprehensive Global Business With Unparalleled Scale 5 10MMCollector Accounts 2/3Of Canadian
Households 300+Brands / Suppliers 155MMShort-Term Rewards(1) 5.3Bn+Instant Loyalty Rewards(1) 200Retailers(1) in… 54…Countries The Number One Loyalty Program in Canada Premier Global Provider of Campaign-Based Loyalty Solutions
Source: Company information. Notes:FY 2016 – FY 2020.
Financial Overview 6 Financial Breakdown (FY 2020) Revenue (1)(3) PF Adj. EBITDA
(1)(2)(3) $230 $171 % Margin 24% 22% Revenue by Business PF Adj. EBITDA By Business $MM Includes impact of COVID Source: Company informationNotes:Adjusted for sale of Precima in January 2020Pro Forma Adj. EBITDA is unburdened for
stock-based compensation and one-time expenses and burdened for estimated incremental expenses for Loyalty Ventures CorporateFinancial estimates are forward-looking statements based on current information and management’s reasonable
assumptions. The estimates are subject to risks and uncertainties, and actual results may differ $187 24%
Loyalty Venture’s Global Scale and Geographic
Reach 7 BrandLoyalty AIR
MILES Source: Company information. Notes:Represents number of sponsor locationsFY 2016 – FY 2020. ~8,300 (1)Locations to Earn 1Country 1Continent 300+Brands ~200 (2)Retailers 54Countries 6Continents 20Sales offices ~112,000
(2)Stores Loyalty Venture’s Footprint Spans the Globe USA1% Revenue by Geography EMEA43% Canada38% APAC11% LATAM7%
8 Provide value to clients and partners by generating incremental sales and profits… …And
to shoppers by allowing them to earn rewards on everyday purchases Both AIR MILES and BrandLoyalty are data-driven, with deep historical databases that enable the businesses to optimize programs to fit retailers’ goals Loyalty Ventures’
Clients Are Focused On Acquiring And Retaining Loyal And Profitable Shoppers
Experienced Management Team 9 Blair CameronPresidentAIR MILES Claudia
MennenCEOBrandLoyalty Jeff ChesnutCFOLoyalty Ventures Charles HornCEOLoyalty Ventures Years at Loyalty Ventures 16 Years ofExperience 26 Years at Loyalty Ventures 9 Years ofExperience 25 Years at Loyalty
Ventures 12 Years ofExperience 27 Years at Loyalty Ventures 10 Years ofExperience 24 Years of Experience(1) Select Companies Deep History Of Public Company Leadership Experience Senior Vice President And Senior Advisor CFO and
Interim CEO Senior Vice President And Chief Client Officer Head Of Marketing And Merchandising Senior Vice President And Treasurer Chief Financial Officer Chief Financial Officer Notes:Years at Loyalty Ventures includes time at ADS
SECTION 2 Our Business
AIRMILES: #1 Loyalty Program in Canada Built Over Three Decades 11 Our Technology Stack Our
Network Our Solutions & Services Loyalty Platform Data & Analytics Services Collector Intelligence Collector Engagement Marketing Services Loyalty Program Management Loyalty Program Management Loyalty Program
Management Using traditional and AI-powered marketing tools toreach and engage Collectors across channels Using world-class data management and analyticsplatforms to integrate shopper information andturn it into meaningful Collector
insights Real-time loyalty platform and expert teams to help Sponsors manage program, diagnose performance, understand trends and maximize ROI Fully ManagedLoyalty Platform Data Cross ChannelOrchestration Loyalty Consulting &
Optimization Analytics Lifecycle Management Coalition-BasedCurrency Data Hub Digital
Properties EARN REDEEM COLLECTORS SPONSORS REWARDSUPPLIERS 25+
Year Operating History with Headquarters in Toronto, Ontario
How AIR MILES Makes Money 12 Miles Issued Price per Mile Non-MilesRevenue Net
Revenue Cost of Redemption (1) Notes:Net Revenue calculation simplified for illustrative purposes – depiction does not account for revenue recognition standards
BrandLoyalty: Changing Shopper Behavior On A Mass Scale Through Campaign-Based Loyalty
Solutions 13 Mechanics Campaign Rewards Shoppers Market Retailer Performance& Risk Tools &
Platforms Delivery Solution Strategy Execution Optimizing Client
KPIs to Deliver Maximum Impact Loyalty Journey of the Retailer
How BrandLoyalty Makes Money 14 CampaignRevenue Rewards Redeemed Selling Price
15 We Help Clients Retain and Grow Existing Shoppers While Attracting New Ones Client
KPIs Basket Size Shopper Lifetime Value ShopperChurn Solutions Shopper Insights Tailored Campaigns Shopper Rewards Capabilities AI / MLAnalytics Image Recognition Data Visualization Social MediaPlugins Tools &
Services Campaign Predictor Performance Dashboard StorePal BrightStamps
16 Loyalty Ventures Serves Retailers in High Frequency, Non-Discretionary Verticals Notes:Based on
internal research studies on Loyalty Brand Awareness and Loyalty Program handling of COVID-19; Research sample included both Canadian AIR MILES Collectors and non-CollectorsRepresents number of sponsor locationsCoverage of household spend
calculated using Canadian Census Program data, excludes mortgages and taxes Key Part of Everyday Commerce Key Highlights #1 loyalty program in Canada(1) with 300+ sponsors and rewards suppliers across ~8,300 locations(2)Sponsor
base covers ~80%(3) of the average household spend categories in Canada Stable client base generates recurring campaign demand Global retailer and supplier network in 54 countries Maintains close relationships with 20 national sales offices
Grocery Financial Gas Pharmacy
Exclusive Relationships Are Point of Differentiation 17 Sponsors derive substantial benefits
from coalition membership due to exclusivity in specific categories and regions Meaningful partner to global suppliers, whose products and IP are exclusive to BrandLoyalty’s campaigns
Resilient Performance During COVID with Strong Recovery Potential 18 Challenge Action Loyalty
Ventures Proactively Addressed Numerous COVID-Related Disruptions… …With Favorable Results At-risk campaigns mostly postponed – not cancelled – throughout 2020 and YTD 2021 Limited items out of stock despite supply chain
disruptions Short term contract signing, high sales from available stock and higher client uptake in 2021 Reduced inventory February 2020 Early 2020 COVID-19 begins impacting retailers and supply chains COVID
task forced formed Led deep supply chain collaborationTactical commercial and legal actionsShift to digital where appropriate Rest of 2020 Retailers focused on operational challenges –not long term planningIn-person sales force impactedFewer
AIR MILES redemptions Q4’2020 Refocused storyline around rewarding shoppers Retrained sales force to sell in a virtual environment Today and Beyond Re-activation of COVID task-forceActioned price / contract adjustmentsClear communication
with clients and management March 2021-Today Port and Suez Canal closures combined with 9x higher container costs, as well as low transparency / predictability
SECTION 3 Long Runway For Growth
Growth Strategy 20 Attract New Clients 2 GrowEcosystem 1 New Technologies &
Solutions 4 Expand Into New Geographies 3
Growth Levers 21 Drive growth in existing markets via post-COVID recovery, new grocer
relationships, normalized logistics and resumption of supplier IP innovation Continue growth in new markets, including U.S., UK, Nordics and Brazil Move into additional high-frequency verticals, including omni-channel food retail and
convenience stores Activate sustainability initiatives Deploy automated CRM platform and 1:1 personalization to more sponsors Add new verticals, including QSR and home improvement Broaden merchandise offerings to include “home trade”
(e.g., kitchenware, landscaping, furnishings, fitness) Transition travel redemptions to self-serve digital and extend real time issuance
Imagine The Possibilities 22 AIR MILES’ issuance engine, data lake and machine learning
capabilities and BrandLoyalty’s Bright Stamps platform enable loyalty programs anywhere in the world at scale sesett Strategic Loyalty Programs Campaign-Based Loyalty Targeted
Campaigns CoalitionCampaigns DataExchange Together, strong loyalty programs and targeted campaigns are highly complementary – early trials have resulted in redemptions doubling Integrated data exchange and best-in-class analytics
increasingly important in a privacy-centric, omnichannel retail environment Our Combined Offering Is Highly Synergistic and Unlocks Meaningful Value for Clients and Shoppers Alike
SECTION 4 Highly Attractive Financial Profile
Highly Attractive Financial Profile 24 Revenue (1)(3) $MM Pro Forma Adj. EBITDA
(1)(2)(3) $MM Source: Company informationNotes:Adjusted for sale of Precima in January 2020Pro Forma Adj. EBITDA is unburdened for stock-based compensation and one-time expenses and burdened for estimated incremental expenses for Loyalty
Ventures CorporateFinancial estimates are forward-looking statements based on current information and management’s reasonable assumptions. The estimates are subject to risks and uncertainties, and actual results may differ Key
Commentary Revenue hitting inflection point Stable Pro Forma Adj. EBITDA margin profile with variable cost structure – provides protection in downturns and showcased resiliency during COVID (20%) Growth % 24% 22% Margin
% Redemptions have no impact to operating cash flow 4% 24%
Key Takeaways 25 1 Increased Investment Amid Post-Pandemic Recovery Tailwinds Creates Significant
Upside Potential Stability Of Underlying Business Proven Out By COVID Operating Environment 2 3 Scalable, Portable And Unique Technology Platform Providing Client-Specific Consumer Insights That Drive Profitable Outcomes 4 Top-Line
Growth Plan Coupled With Strong Operating Margins 5 Growth Accelerators Through Inorganic Opportunities In US And Worldwide 6 Balanced Priorities Of Investing For Growth While De-Leveraging For Strength
Reconciliation of Non-GAAP Financial Information 26 Source: Company informationNotes:Financial
estimates are forward-looking statements based on current information and management’s reasonable assumptions. The estimates are subject to risks and uncertainties, and actual results may differInterest (income) expense, net does not include
interest on term loan debt