Bread Financial Announces Successful Pricing of Depositary Shares Offering

On May 6, 2026, Bread Financial Holdings, Inc. (NYSE: BFH) made headlines with the announcement of the pricing for its underwritten public offering of 4,800,000 depositary shares. Each depositary share represents a 1/40th interest in a share of the company’s newly issued 8.875% Fixed Rate Reset Non-Cumulative Perpetual Preferred Stock, Series B. The offering has a liquidation preference of $25 per depositary share, which equates to $1,000 per share of the Series B Preferred Stock.

The offering is being managed by a consortium of well-known financial institutions, including Morgan Stanley & Co., LLC, RBC Capital Markets, LLC, UBS Securities LLC, Wells Fargo Securities, LLC, and Keefe, Bruyette & Woods, Inc. These firms are acting as joint bookrunners for the offering. Additionally, the underwriting agreement includes an option for the underwriters to purchase up to an additional 720,000 depositary shares at the same pricing for a period of 30 days following the announcement.

Assuming the underwriters do not exercise their option, Bread Financial anticipates that the offering will yield net proceeds of approximately $115.32 million after accounting for underwriting discounts and estimated offering expenses. The closing date for the offering is projected for May 12, 2026, pending the fulfillment of customary closing conditions.

The company plans to utilize the net proceeds from this offering for general corporate purposes. This may include lending or contributing a portion of the funds to its subsidiary bank, Comenity Capital Bank, as well as facilitating share repurchases. This strategic move is expected to bolster the company’s financial position and enhance shareholder value.

Bread Financial has expressed its intention to list the depositary shares on The New York Stock Exchange, further solidifying its market presence. The offering is being conducted under an effective registration statement filed with the SEC, accompanied by a prospectus supplement.

Founded as a tech-forward financial services company, Bread Financial provides a range of payment, lending, and saving solutions tailored for U.S. consumers. The company's offerings include co-brand and private label credit cards, pay-over-time products, and general-purpose credit cards. Bread Financial's services cater to various industries, including travel, entertainment, health, and technology, positioning the firm as a versatile player in the financial services landscape.

The successful pricing of the depositary shares marks a significant step for Bread Financial as it seeks to strengthen its capital base and support its growth strategy. With a focus on providing innovative financial solutions and enhancing shareholder returns, the company is poised for a promising future in the competitive financial services sector. As the market awaits the closing of this offering, stakeholders are keenly observing how these developments will impact Bread Financial's financial health and operational trajectory.