Alliance Data Increases Liquidity by $400 Million

              Alliance Data Increases Liquidity by $400 Million

PR Newswire

DALLAS, Nov. 27, 2012

DALLAS, Nov.27, 2012 /PRNewswire/ --Alliance Data Systems Corporation (NYSE:
ADS), a leading provider of loyalty and marketing solutions derived from
transaction-rich data, announced today that the Company increased liquidity at
the corporate level through the issuance of $400 million aggregate principal
amount of 5.250% senior notes due 2017.

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The net proceeds will be used to fund in part the Company's previously
announced pending acquisition of the Hyper Marketing group of companies and
for general corporate purposes. The joint book-running managers for the
offering were J.P. Morgan Securities LLC, Merrill Lynch, Pierce, Fenner &
Smith Incorporated, RBC Capital Markets, LLC, and Wells Fargo Securities, LLC.

Charles Horn, chief financial officer of Alliance Data, said, "We are excited
to complete our second unrated high-yield offering, which provides added
liquidity at a historical low coupon. Combined with our existing capacity,
this increases our corporate liquidity to approximately $2.1 billion. With
this substantial war chest built up, we are well positioned to support the
continued expansion of our business as well as having the flexibility to be
opportunistic in supporting future growth prospects."

The Company offered and sold the senior notes to certain initial purchasers
named in the purchase agreement (the "Initial Purchasers") previously filed by
the Company in a Current Report on Form 8-K in reliance on the exemption from
registration requirements provided by Section 4(a)(2) of the Securities Act of
1933, as amended (the "Securities Act"). The Initial Purchasers then sold the
senior notes in the United States to qualified institutional buyers pursuant
to the exemption from registration requirements provided by Rule 144A under
the Securities Act and to certain non-U.S. persons in offshore transactions in
accordance with Regulation S under the Securities Act. The senior notes will
not be registered under the Securities Act or any state securities laws and
may not be offered or sold without registration unless pursuant to an
exemption from, or in a transaction not subject to, such registration
requirements. This press release does not constitute an offer to sell or the
solicitation of an offer to buy any security, and shall not constitute an
offer, solicitation or sale of any security in any jurisdiction in which such
offer, solicitation or sale would be unlawful.

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 Statement

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,; or Media - Shelley Whiddon,
Alliance Data, +1-214-494-3811,
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