Loyalty Ventures Inc. (Nasdaq: LYLT) and its subsidiaries have filed for voluntary relief under chapter 11 of title 11 of the United States Code in the United States Bankruptcy Court for the Southern District of Texas. LoyaltyOne, Co., a subsidiary of the Company, has also sought protection under the Companies’ Creditors Arrangement Act (Canada) in the Ontario Superior Court of Justice.
As part of the CCAA proceedings, LoyaltyOne has filed for Canadian Court approval of a sale and investment solicitation process. Bank of Montreal has announced that it will acquire LoyaltyOne’s AIR MILES Reward Program (AIR MILES) business, subject to LoyaltyOne not receiving a more favorable offer from another party in accordance with the SISP, and other customary closing conditions.
In connection with the chapter 11 cases, the Company has filed customary motions authorizing it to proceed with its operations in the ordinary course. LoyaltyOne, as borrower, will enter into a debtor-in-possession facility with BMO, as lender, and the Company will enter into an intercompany DIP facility with LoyaltyOne, subject to approval of the Bankruptcy Court and the Canadian Court.
The Company has announced its intention to voluntarily delist its common stock from the Nasdaq Global Select Market and deregister the Common Stock from Section 12(b) of the Securities Exchange Act of 1934, as amended, to reduce compliance costs. The Company will file a notice on Form 25 relating to such delisting with the SEC on or about March 20, 2023. The Common Stock may be eligible to be quoted on the Pink Open Market operated by the OTC Markets Group Inc.
The Company is committed to working closely with its stakeholders to minimize the impact of the bankruptcy process and to ensure that its creditors are treated fairly. The sale of its BrandLoyalty business to Opportunity Partners B.V. remains on track to close by the second quarter of 2023. PJT Partners LP and Alvarez & Marsal Inc. are acting as investment banker and financial advisor, respectively, and Akin Gump Strauss Hauer & Feld LLP and Cassels Brock & Blackwell LLP are acting as legal advisors to the Company and LoyaltyOne.
