Latham & Watkins Advises on Bread Financial’s Upsized Private Offering of US$600 Million of Senior Notes

Bread Financial Holdings, Inc. (NYSE: BFH), a tech-forward financial services company providing payment, lending, and saving solutions, has announced the pricing and upsize of its previously announced offering of US$600 million in aggregate principal amount of its 9.750% senior notes due 2029, in a private offering that is exempt from the registration requirements of the Securities Act of 1933. The size of the offering reflects an increase of US$100 million in aggregate principal amount of Notes from the previously announced offering size of US$500 million. The Notes will be sold at a price of 100% of the principal amount thereof. The closing of the issuance of the Notes is expected to occur on December 22, 2023, subject to customary closing conditions, and is expected to result in approximately US$592.5 million in net proceeds to the Company, after deducting the initial purchasers’ discount but before the Company’s estimated offering expenses.

Latham & Watkins LLP represents the underwriters in the offering with a team led by New York partners Corey Wright and Erika Weinberg, with associate Sofia Sitterson. Advice was also provided on banking matters by New York partner Lisa Collier; on tax matters by New York partner Elena Romanova, with associate Michael Yu; on bank regulatory matters by New York partner Arthur Long and New York counsel Pia Naib; on payments matters by Washington, D.C. partner Barrie VanBrackle; on data privacy matters by Bay Area partner Robert Blamires, with associates Kiara Vaughn and Sanjana Parikh; and on intellectual property matters by New York counsel Carrie Girgenti.