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Actionable news in ADS: ALLIANCE DATA SYSTEMS CORPORATION,

Entry into a Material Definitive

Purchase Agreement

Alliance Data Systems Corporation (the "

Company

") previously reported in a Current Report on Form 8-K that the Company had entered into a purchase agreement on November 13, 2015 (the "

Purchase Agreement

") under which it had agreed to sell 300 million aggregate principal amount of its 5.25% senior notes due 2023 (the "

Notes

") to certain initial purchasers named in the Purchase Agreement (collectively, the "

Initial Purchasers

").

The offering of the Notes closed on November 19, 2015. A description of the material terms of the Purchase Agreement is included in the Company's Current Report on Form 8-K filed with the Securities and Exchange Commission on November 17, 2015.

Indenture

The Notes are governed by a n indenture (the "

Indenture

") dated as of November 19, 2015 among the Company, certain of its subsidiaries as guarantors, U.S. Bank National Association, as trustee, Elavon Financial Services Limited, UK Branch, as paying agent, and Elavon Financial Services Limited, as registrar and transfer agent. Pursuant to the Indenture, interest on the Notes will accrue at a rate of 5.25% per annum on the principal amount from November 19, 2015, payable semi-annually in arrears on May 15 and November 15 of each year, beginning on May 15, 2016. The Notes will mature on November 15, 2023, subject to earlier repurchase or redemption.

Guarantees

The Notes are guaranteed on a senior unsecured basis by each of the Company's existing and future domestic restricted subsidiaries that guarantees its domestic credit agreement.

Ranking

The Notes rank equally in right of payment with the Company's existing and future senior unsecured debt, including indebtednesses under the Company's credit agreement and existing senior notes, and senior in right of payment to any future debt that is expressly subordinated in right of payment to the Notes. The guarantees rank equally in right of payment with all of the guarantors' existing and future senior unsecured indebtedness, including their guarantees of indebtedness under the Company's credit agreement and its existing senior notes, and senior in right of payment to any future debt that is expressly subordinated in right of payment to the guarantees. The Notes and the guarantees are effectively subordinated to the Company's and guarantors' secured debt to the extent of the value of the assets securing such debt. The Notes and the guarantees are structurally subordinated to all existing and future liabilities (including trade payables) of the Company's subsidiaries that do not guarantee the Notes.

Optional Redemption

The Company may redeem some or all of the Notes at any time at a redemption price equal to 100% of the principal amount of the Notes, plus accrued and unpaid interest, if any, to the applicable redemption date and the applicable premium specified in the Indenture. Prior to November 15, 2018, the applicable premium is a "make-whole" amount; on or after such date, the applicable premium is specified in a table in the Indenture. In addition, at any time prior to November 15, 2018, the Company may, with an amount equal to the net cash proceeds of one or more qualified equity offerings, as defined in the Indenture, redeem up to 35% of the aggregate principal amount of the outstanding Notes at a redemption price equal to 105.25% of the principal amount of the Notes, plus accrued and unpaid interest, if any, to the applicable redemption date, provided that such redemption occurs within 90 days following the closing of...


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