Alliance Data Systems Corporation’s $750 Million Tender Offer

Davis Polk advised the dealer managers in connection with a “modified Dutch auction” cash tender offer by Alliance Data Systems Corporation for 5,050,505 of its shares of common stock at a purchase price of $148.50 per share, which were acquired for an aggregate purchase price of approximately $750 million.

The purchased shares represent approximately 9.92% of the company’s shares outstanding as of August 14, 2019. Settlement of the tender offer occurred on August 22, 2019.

Alliance Data is a global provider of data-driven marketing and loyalty solutions serving large, consumer-based industries. 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 emerging technologies. Headquartered in Columbus, Ohio, Alliance Data consists of businesses that together employ over 10,000 associates at more than 50 locations worldwide.

J.P. Morgan Securities LLC, Mizuho Securities USA LLC and SunTrust Robinson Humphrey, Inc. acted as dealer managers for the tender offer.

Latham & Watkins LLP advised Alliance Data Systems Corporation on the transaction.

The Davis Polk corporate team included partner John B. Meade (Picture), counsel Jeffrey S. Ramsay and associate Ida Araya-Brumskine. Partner Po Sit and associate Summer Xia provided tax advice.

The Latham & Watkins team was composed by Senet Bischoff, Luke J. Bergstrom and Chad G. Rolston.

Involved fees earner: Ida Araya-Brumskine – Davis Polk & Wardwell; John Meade – Davis Polk & Wardwell; Jeffrey Ramsay – Davis Polk & Wardwell; Po Sit – Davis Polk & Wardwell; Summer Xia – Davis Polk & Wardwell; Luke Bergstrom – Latham & Watkins; Senet Bischoff – Latham & Watkins; Chad Rolston – Latham & Watkins;

Law Firms: Davis Polk & Wardwell; Latham & Watkins;

Clients: Alliance Data Systems Corporation; JP Morgan Securities; Mizuho Securities; SunTrust Robinson Humphrey, Inc.;

Author: Ambrogio Visconti