BMO’s acquisition would accelerate the potential expansion of AIR MILES, a single of Canada’s greatest loyalty packages
A reinvigorated software would reward all Canadians accumulating AIR MILES, as perfectly as retailers and companions across the country
AIR MILES collectors benefit from benefits at more than 300 main Canadian, world, and online manufacturers, and at countless numbers of retail and service places across the region
TORONTO, March 10, 2023 /CNW/ – BMO (TSX: BMO) (NYSE: BMO) and LoyaltyOne, Co. (LoyaltyOne), a subsidiary of Loyalty Ventures Inc. (LVI) (NASDAQ: LYLT) nowadays announced the signing of a purchase agreement for BMO to get LoyaltyOne’s AIR MILES Reward Program (AIR MILES) business enterprise. For BMO clients and all AIR MILES collecting Canadians, as effectively as merchants and companions throughout the country, BMO’s acquisition of AIR MILES would be a created-in-Canada opportunity to allow a reinvigoration for 1 of Canada’s biggest loyalty plans. BMO’s acquisition of the AIR MILES business is subject to court acceptance (as described down below), the receipt of essential regulatory approvals and other customary ailments.
As a founding husband or wife of the AIR MILES software given that 1992, BMO is well positioned to bolster and increase Canada’s most regarded loyalty program. With practically 10 million energetic collector accounts, symbolizing close to two-thirds of all Canadian homes, AIR MILES is the only loyalty method of its kind to give collectors the flexibility and preference to make Reward Miles almost any where and redeem them at a wide variety of retailers on aspirational benefits these types of as goods, vacation, functions, and attractions, or immediately on daily necessities, in-retail outlet or on-line, as a result of AIR MILES Hard cash at participating spouse locations.1
“As a top husband or wife, we have usually believed in the worth of the AIR MILES application for Canadians and are confident about the continued chances to make even larger consumer loyalty,” claimed Ernie Johannson, Team Head, North American Individual & Business Banking, BMO. “If our acquisition of the AIR MILES enterprise is profitable, we will deliver the ownership of AIR MILES house to Canada and reinforce its giving for Canadian consumers and firms with each other with primary Canadian, worldwide and on the web software partners and merchants.”
“As AIR MILES’ longstanding associate, BMO’s acquisition would be a important move forward in solidifying the potential of the AIR MILES application,” mentioned Shawn Stewart, President, AIR MILES Reward Application. “BMO’s arrangement to acquire the Air Miles organization has no affect on AIR MILES collectors’ Reward Miles balances or on collectors’ ability to obtain and redeem AIR MILES Reward Miles. AIR MILES carries on to provide its buyers — making certain that they are rewarded richly and that they can use their Reward Miles in a way that fulfills their demands.”
BMO’s acquisition of the AIR MILES Reward Plan small business has been proposed as element of LoyaltyOne’s continuing under the Companies’ Lenders Arrangement Act (Canada) (the CCAA) commenced in the Ontario Remarkable Court docket of Justice (Industrial Listing) (the Court).
LoyaltyOne’s CCAA proceeding will also include a sale and expenditure solicitation procedure to solicit any other desire in the AIR MILES organization. BMO’s acquisition or a proposed acquisition by any other bidder will be issue to Court docket acceptance.
About BMO Fiscal Team
Serving buyers for 200 yrs and counting, BMO is a hugely diversified economical providers service provider – the 8th major bank, by property, in North America. With overall belongings of $1.15 trillion as of January 31, 2023, and a staff of numerous and hugely engaged employees, BMO gives a wide selection of individual and industrial banking, prosperity administration and expenditure banking products and products and services to 12 million buyers and conducts organization via a few functioning teams: Own and Professional Banking, BMO Prosperity Management and BMO Cash Marketplaces.
About the AIR MILES Reward Plan
The AIR MILES Reward Application is Canada’s most identified loyalty plan, with millions of energetic collector accounts. AIR MILES collectors receive Reward Miles at a lot more than 300 main Canadian, worldwide, and on the web models and at thousands of retail and support spots across the place. This exercise powers an unmatched facts asset that, alongside with entire world-course analytics and advertising and marketing capabilities, enables customers to accelerate their advertising functions and ROI. The AIR MILES Reward Program gives collectors the versatility and option to use Reward Miles on aspirational benefits this kind of as merchandise, vacation, occasions, and attractions, or promptly on everyday essentials, in-retail outlet or online, through AIR MILES Funds at participating lover spots. For a lot more info, visit www.airmiles.ca.
BMO cautionary assertion about forward-looking info
Sure statements in this press launch are ahead-wanting statements. All this kind of statements are built pursuant to the “harmless harbor” provisions of, and are intended to be ahead-seeking statements underneath, the United States Private Securities Litigation Reform Act of 1995 and any applicable Canadian securities legislation. Forward-searching statements in this doc could consist of, but are not minimal to, statements with regard to the anticipated closing of the proposed transaction, ideas for the integration of AIR MILES business enterprise, our options or potential steps with regard to the AIR MILES organization, the regulatory natural environment in which we run, the success of, or outlook for, our operations, and include things like statements created by our management. Forward-wanting statements are normally discovered by terms these as “will”, “would”, “”believe that”, “hope”, “foresee”, “venture”, “estimate”, “system”, “could”, “could”, “forecast” and “could” or negative or grammatical versions thereof.
By their character, ahead-searching statements have to have us to make assumptions and are topic to inherent threats and uncertainties, the two basic and distinct in character. There is significant threat that predictions, forecasts, conclusions or projections will not confirm to be exact, that our assumptions may perhaps not be appropriate, and that actual effects may well differ materially from such predictions, forecasts, conclusions or projections. We caution viewers of this doc not to position undue reliance on our ahead-seeking statements, as a selection of variables – lots of of which are outside of our handle and the outcomes of which can be hard to forecast – could lead to actual long term benefits, disorders, actions or occasions to vary materially from the targets, anticipations, estimates or intentions expressed in the ahead-wanting statements.
The long term outcomes that relate to ahead-wanting statements might be affected by a lot of components, together with, but not constrained to: the likelihood that the proposed transaction does not near when envisioned or at all since, a different purchaser of the AIR MILES business enterprise may well arise from the sale and expenditure solicitation course of action, needed Court docket acceptance, regulatory approvals and other ailments to closing are not gained or happy on a timely foundation or at all or are acquired issue to adverse circumstances or needs the anticipated added benefits from the proposed transaction are not recognized in the time body expected or at all as a final result of adjustments in basic financial and market place disorders, legal guidelines and laws and their enforcement, and the degree of competitors in the company parts in which the AIR MILES organization operates the AIR MILES organization may perhaps not accomplish as predicted or in a fashion constant with historical effectiveness the potential to immediately and correctly combine and reinvigorate the AIR MILES business diversion of management time on transaction-linked difficulties and all those other components discussed in the Dangers That Might Have an effect on Future Outcomes segment, and the sections linked to credit rating and counterparty, marketplace, coverage, liquidity and funding, operational non-money, legal and regulatory, strategic, environmental and social, and popularity hazard, in the Company-Vast Risk Administration portion of BMO’s 2022 Annual Report, and the Hazard Management section in BMO’s 1st Quarter 2023 MD&A, all of which outline certain critical components and risks that may well influence our foreseeable future final results and our potential to anticipate and properly take care of hazards arising from all of the foregoing elements. We warning that the foregoing record is not exhaustive of all feasible factors. Other things and risks could adversely have an affect on our outcomes. Buyers and some others should thoroughly contemplate these aspects and pitfalls, as nicely as other uncertainties and opportunity situations, and the inherent uncertainty of forward-on the lookout statements.
We do not undertake to update any forward-hunting statements, regardless of whether prepared or oral, that might be built from time to time by the business or on its behalf, except as needed by law. The forward-hunting details contained in this document is presented for the goal of aiding shareholders and analysts in comprehending the proposed transaction and may well not be correct for other functions.
LVI Cautionary Assertion Pertaining to Forward-Looking Statements
This launch has forward-searching statements within the which means of Portion 27A of the Securities Act of 1933, as amended, and Section 21E of the Securities Exchange Act of 1934, as amended. Ahead-searching statements give LVI’s expectations or forecasts of upcoming gatherings and can usually be recognized by the use of words these kinds of as “consider,” “hope,” “foresee,” “estimate,” “intend,” “challenge,” “prepare,” “likely,” “may well,” “should really” or other words or phrases of very similar import. Similarly, statements that explain LVI’s organization tactic, outlook, goals, strategies, intentions or plans also are ahead-looking statements. Illustrations of ahead-seeking statements consist of, but are not confined to, statements LVI would make concerning, and the assistance LVI presents with regard to, anticipated functioning or monetary success and upcoming economic disorders, all of which are topic to hazards that incorporate, but are not limited to, LVI’s superior amount of indebtedness increases in market place interest fees continuing impacts associated to COVID-19, which includes variants, labor shortages, reduction in need from purchasers, provide chain disruption for LVI’s reward suppliers and capacity constraints, mounting charges or other disruptions in the airline or vacation industries variations in geopolitical ailments, which includes the Russian invasion of Ukraine and associated world wide sanctions and Russian constraints or actions with regard to area property fluctuation in international exchange fees execution of restructuring designs and any ensuing charge financial savings loss of, or reduction in need for products and services from, sizeable clientele loss of lively AIR MILES Reward Method collectors or larger than predicted redemptions by the very same unfavorable resolution of pending or long run litigation issues disruption to operations owing to LVI’s separation from its previous dad or mum or failure of the separation to be tax-absolutely free new regulatory limitations similar to customer defense or data privateness restricting LVI’s companies loss of customer details thanks to compromised bodily or cyber protection the transaction assistance settlement, pursuant to which LVI and the other events thereto agreed to the principal conditions of LVI’s proposed economical restructuring may well be terminated by specific of its functions if specified milestones are not attained, amended or waived, or if sure other occasions occur LVI’s skill to work in the restrictions and the liquidity restrictions of the debtor-in-possession financings LVI anticipates incurring in connection with its chapter 11 instances and the CCAA proceedings LVI’s receipt of other acquisition bids and negotiations with associated bidders in relationship with the sale and financial investment solicitation procedure for the AIR MILES business enterprise and the capability to get hold of reduction from the United States Personal bankruptcy Court docket for the Southern District of Texas (the Bankruptcy Court docket) to facilitate the smooth procedure of LVI’s company throughout the pendency of LVI’s chapter 11 situations and other threats and uncertainties relating to the chapter 11 conditions, including but not restricted to, LVI’s skill to receive acceptance of the Individual bankruptcy Court and the Canadian Court docket with regard to motions or other requests designed to the Individual bankruptcy Court docket and the Canadian Court docket in the course of the program of the situations, which include with regard to its CCAA DIP facility and intercompany DIP facility, the sale and financial investment solicitation system, and the buy arrangement with BMO or the consummation of the transactions contemplated therein, the results of the situations on LVI and on the pursuits of many constituencies, Bankruptcy Court and Canadian Court rulings in the conditions and the outcome of the conditions in basic, the length of time LVI will operate beneath the situations, hazards linked with third-get together motions in the instances, regulatory approvals required to emerge from chapter 11, the potential adverse outcomes of the instances on LVI’s liquidity or final results of functions and elevated authorized and other qualified costs in link with the instances.
LVI believes that its expectations are dependent on realistic assumptions. Forward-on the lookout statements, nonetheless, are subject to a number of dangers and uncertainties that could bring about genuine outcomes to differ materially from the projections, anticipated final results or other expectations expressed in this release, and no assurances can be supplied that LVI’s anticipations will confirm to have been proper. More pitfalls and uncertainties incorporate, but are not limited to, components set forth in the Chance Components section of both (1) LVI’s Yearly Report on Form 10-K for the fiscal yr ended December 31, 2021 and (2) any updates in Item 1A, or somewhere else, in LVI’s Quarterly Experiences on Kind 10-Q submitted for intervals subsequent to these Kind 10-K or any updates thereto. Forward-seeking statements speak only as of the date built, and LVI undertakes no obligation, other than as needed by applicable legislation, to update or revise any forward-hunting statements, whether or not as a end result of new information, subsequent situations, anticipated or unanticipated circumstances or otherwise.
BMO Cash Marketplaces and Morgan Stanley & Co. LLC are performing as monetary advisors and Torys LLP and Sullivan & Cromwell LLP are performing as authorized counsel to BMO.
PJT Companions LP and Alvarez & Marsal Inc. are performing as investment banker and monetary advisor, respectively, and Akin Gump Strauss Hauer & Feld LLP and Cassels Brock & Blackwell LLP are acting as legal advisors to LVI and LoyaltyOne.
Supply BMO Economic Team
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