---
schema_version: "secwatch.filing_event.v1"
accession: "0001870997-23-000010"
form_type: "8-K"
ticker: null
cik: "0001870997"
company_name: "Loyalty Ventures Inc."
filed_at: "2023-03-10T23:59:59+00:00"
generated_at: "2026-06-18T05:56:32.331223+00:00"
event_type: "other_material"
sentiment: "negative"
materiality_score: 1.0
calibrated_materiality_score: 1.0
confidence: "high"
source: SEC EDGAR
---

# Loyalty Ventures files Chapter 11, stalking horse sale of AIR MILES for $160M

## Summary
- Filed Chapter 11 in U.S. Bankruptcy Court; LoyaltyOne seeks CCAA protection in Canada.
- Stalking horse deal with Bank of Montreal: $160M cash + assumed liabilities for AIR MILES; $3M break-up fee.
- $70M DIP facility from BMO to fund LoyaltyOne during CCAA proceedings; interest at Base Rate +6%.
- Credit Agreement debt accelerated: $32M revolver, $161.9M Term A, $462.5M Term B; payments stayed.
- Company expects delisting from Nasdaq; NOL motion filed to protect tax attributes.

## SEC filing metadata
- accession: 0001870997-23-000010
- form_type: 8-K
- cik: 0001870997
- company_name: Loyalty Ventures Inc.
- filed_at: 2023-03-10T23:59:59+00:00
- event_type: other_material
- sentiment: negative
- materiality_score: 1.0
- calibrated_materiality_score: 1.0
- confidence: high
- sec_items: 1.01, 1.03, 2.04, 3.01, 5.02, 7.01, 9.01
- EDGAR index: https://www.sec.gov/Archives/edgar/data/1870997/000187099723000010/0001870997-23-000010-index.htm
- EDGAR primary document: https://www.sec.gov/Archives/edgar/data/1870997/000187099723000010/lylt-20230309x8k.htm

## Machine-readable alternates
- HTML: https://secwatch.observer/filing/0001870997-23-000010
- JSON: https://secwatch.observer/filing/0001870997-23-000010.json
- Plain text: https://secwatch.observer/filing/0001870997-23-000010.txt

## Key facts
- Debt Financings
  Loyalty Ventures Inc. faced acceleration on credit facility of approximately $32,000,000 aggregate principal amount of the Revolving Loans, approximately $161,875,000 aggregate princi with Bank of America, N.A..
  - Instrument: credit facility
  - Principal: approximately $32,000,000 aggregate principal amount of the Revolving Loans, approximately $161,875,000 aggregate princi
  - Counterparty: Bank of America, N.A.
  - Event: acceleration
  source text: The commencement of the Chapter 11 Cases on the Petition Date as described in Item 1.03 of this Form 8-K constituted an event of default under the Credit Agreement. The Credit Agreement provides that as a result of the Chapter 11 Cases, the obligations thereunder, including principal and interest, are immediately due and payable including the approximately $32,000,000 aggregate principal amount of the Revolving Loans under the Credit Agreement, the approximately $161,875,000 aggregate principal amount of the Term A Loans under the Credit Agreement, and the approximately $462,500,000 aggregate principal amount of the Term B Loans under the Credit Agreement, outstanding thereunder.
  evidence_url: https://www.sec.gov/Archives/edgar/data/1870997/000187099723000010/0001870997-23-000010-index.htm
- Distress & Bankruptcy
  Loyalty Ventures Inc. entered chapter 11 in United States Bankruptcy Court for the Southern District of Texas (petition 2023-03-10).
  - Proceeding: chapter 11
  - Court: United States Bankruptcy Court for the Southern District of Texas
  - Petition: 2023-03-10
  source text: on the Petition Date, the Debtors filed the Chapter 11 Cases in the Bankruptcy Court. The Debtors are requesting joint administration of the Chapter 11 Cases under the case number 23-90111 (CML).
  evidence_url: https://www.sec.gov/Archives/edgar/data/1870997/000187099723000010/0001870997-23-000010-index.htm
- Executive change
  Claudia Mennen was terminated as Chief Executive Officer at Loyalty Ventures Inc..
  - Action: terminated
  - Role: Chief Executive Officer
  source text: Ms. Mennen’s employment agreement shall terminate by mutual consent on June 30, 2023
  evidence_url: https://www.sec.gov/Archives/edgar/data/1870997/000187099723000010/0001870997-23-000010-index.htm

This AI-assisted summary is a reading aid. Review the linked SEC EDGAR filing before relying on any specific claim.