Alliance Data Systems Corporation Announces Proposed Offering of $400 Million of Senior Notes

Alliance Data Systems Corporation Announces Proposed Offering of $400 Million
                               of Senior Notes

PR Newswire

DALLAS, Nov. 14, 2012

DALLAS, Nov. 14, 2012 /PRNewswire/ --Alliance Data Systems Corporation (NYSE:
ADS) announced today that it proposes to offer, subject to market conditions
and other factors, $400 million aggregate principal amount of senior notes due
2019 (the "Notes") to qualified institutional buyers pursuant to Rule 144A
under the Securities Act of 1933, as amended (the "Securities Act"), and to
certain non-U.S. persons in accordance with Regulation S under the Securities
Act. Alliance Data expects to use the net proceeds of the offering to fund in
part its previously announced pending acquisition and for general corporate


The Notes will be general unsecured senior obligations of Alliance Data, will
be guaranteed on a senior unsecured basis by certain subsidiaries of Alliance
Data and will pay interest semi-annually. The interest rate and other terms
of the Notes are to be determined by negotiations between Alliance Data and
the initial purchasers.

The Notes will not be registered under the Securities Act or any state
securities laws and may not be offered or sold in the United States absent
registration or an applicable exemption from such registration requirements.

This announcement is neither an offer to sell nor a solicitation of an offer
to buy any of these securities and shall not constitute an offer, solicitation
or sale in any jurisdiction in which such offer, solicitation or sale is

About Alliance Data

Alliance Data® and its combined businesses is North America's largest and most
comprehensive provider of transaction-based, 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 other emerging
technologies. Headquartered in Dallas, Alliance Data employs nearly 9,000
associates at more than 50 locations worldwide.

Alliance Data consists of three businesses: Alliance Data Retail Services, a
leading provider of marketing-driven credit solutions; Epsilon®, a leading
provider of multi-channel, data-driven technologies and marketing services;
and LoyaltyOne®, which owns and operates the AIR MILES® Reward Program,
Canada's premier coalition loyalty program. For more information about the
company, visit our web site,, or you can follow us on
Twitter at

Alliance Data's Safe Harbor Statement/Forward Looking Statements

This release may contain forward-looking statements within the meaning of
Section 27A of the Securities Act of 1933, as amended, and Section 21E of the
Securities Exchange Act of 1934, as amended. Such statements may use words
such as "anticipate," "believe," "estimate," "expect," "intend," "predict,"
"project" and similar expressions as they relate to us or our management. When
we make forward-looking statements, we are basing them on our management's
beliefs and assumptions, using information currently available to us. Although
we believe that the expectations reflected in the forward-looking statements
are reasonable, these forward-looking statements are subject to risks,
uncertainties and assumptions, including those discussed in our filings with
the Securities and Exchange Commission.

If one or more of these or other risks or uncertainties materialize, or if our
underlying assumptions prove to be incorrect, actual results may vary
materially from what we projected. Any forward-looking statements contained in
this presentation reflect our current views with respect to future events and
are subject to these and other risks, uncertainties and assumptions relating
to our operations, results of operations, pending acquisition, growth strategy
and liquidity. We have no intention, and disclaim any obligation, to update or
revise any forward-looking statements, whether as a result of new information,
future results or otherwise, except as required by law.

"Safe Harbor" Statement under the Private Securities Litigation Reform Act of
1995: Statements in this presentation regarding Alliance Data Systems
Corporation's business which are not historical facts are "forward-looking
statements" that involve risks and uncertainties. For a discussion of such
risks and uncertainties, which could cause actual results to differ from those
contained in the forward-looking statements, see "Risk Factors" in the
Company's Annual Report on Form 10-K for the most recently ended fiscal year.
Risk factors may be updated in Item 1A in each of the Company's Quarterly
Reports on Form 10-Q for each quarterly period subsequent to the Company's
most recent Form 10-K.

SOURCE Alliance Data Systems Corporation

Contact: Investors/Analysts: Julie Prozeller, FTI Consulting, +1-212-850-5721,; Media: Shelley Whiddon, Alliance Data,
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