Prepared by MERRILL CORPORATION

 

 

SECURITIES AND EXCHANGE COMMISSION

WASHINGTON, D.C. 20549

 


 

FORM 8-K

 

CURRENT REPORT

PURSUANT TO SECTION 13 OR 15(d) OF THE

SECURITIES EXCHANGE ACT OF 1934

 

 

Date of report (Date of earliest event reported):

January 18, 2002

 

 

ALLIANCE DATA SYSTEMS CORPORATION

(Exact Name of Registrant as Specified in Charter)

 

 

DELAWARE

 

001-15749

 

31-1429215

(State or Other Jurisdiction

 

(Commission

 

(IRS Employer

of Incorporation)

 

File Number)

 

Identification No.)

 

 

 

17655 WATERVIEW PARKWAY

DALLAS, TEXAS 75252

(Address and Zip Code of Principal Executive Offices)

 

 

(972) 348-5100

(Registrant’s telephone number, including area code)

 

NOT APPLICABLE

(Former name or former address, if changed since last report)

 

 


 

ITEM 7.  FINANCIAL STATEMENTS, PRO FORMA FINANCIAL INFORMATION AND EXHIBITS.

 

         The following financial statements, pro forma financial information and exhibits, if any, are being provided as part of this report in accordance with the instructions to this item.

 

         (a)    FINANCIAL STATEMENTS OF BUSINESSES ACQUIRED.

 

                None.

 

         (b)    PRO FORMA FINANCIAL INFORMATION.

 

                None.

 

         (c)    EXHIBITS.

 

                99.1 Web site investor presentation

 

ITEM 9. REGULATION FD DISCLOSURE.

 

          Alliance Data Systems Corporation is furnishing this investor presentation that will be available via its web site, http://www.alliancedatasystems.com, beginning January 18, 2002. The presentation is attached to this Form 8-K as Exhibit 99.1 and is incorporated herein by reference.

 

SIGNATURES

 

Pursuant to the requirements of the Securities Exchange Act of 1934, as amended, the registrant has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized.

 

 

Alliance Data Systems Corporation

 

 

 

Date:  January 18, 2002

By:

  /s/ Edward J. Heffernan

 

 

Edward J. Heffernan

 

 

Executive Vice President and

 

 

Chief Financial Officer

 


EXHIBIT INDEX

 

EXHIBIT
NUMBER

 

DESCRIPTION

 

99.1

 

Web site presentation

 

 

Prepared by MERRILL CORPORATION

Alliance Data Systems

NYSE : ADS

 

January 2002

 

 


 

Safe Harbor Statement/Forward Looking Statement

 

Statements contained in this presentation which are not historical facts may be forward-looking statements, as the term is defined in the Private Litigation Reform Act of 1995. In some cases, you can identify forward- looking statements by terminology such as “anticipate”, “estimate”, “expect”, “project”, “intend”, “plan”, “believe” and other words and terms of similar meaning in connection with any discussion of future operating or financial performance. In particular, these include, among other things, statements relating to growth strategy, global expansion, use of proceeds, dividend policy, projected capital expenditures, sales and marketing expenses, research and development expenditures, other costs and expenses, revenue, profitability, liquidity and capital resources, and development. These statements are based on certain assumptions made by Alliance Data Systems based on its experience and perception of historical trends, current conditions, expected future developments, and other factors it believes are appropriate under the circumstances. Any and all of the forward- looking statements can be affected by inaccurate assumptions we might make or by known or unknown risks and uncertainties. Many factors, including the risks outlined in the company’s Registration Statement on Form S-1 filed with the Securities and Exchange Commission, will be important in determining future results. Actual results may vary materially.

 

 


 

Alliance Data: Integration of Transaction

Processing and Marketing Services

 

Build and Strengthen Loyal Relationships for Our Clients

Focus on 300 Specialized Relationships, not "Commodity" Items

Offer Full Suite of Services

Transaction Processing Services

Credit Services

Loyalty and Marketing Services

Capitalize on Strong Growth Trends

Electronic Transactions

One-to-One Marketing

Outsourcing.

 

 


 

Transaction Services

(50% of Company)

 

 

Merchant (Acquiring)
Services

 

Issuer Services

 

Utility Services

(All Payment Types)

 

(Private Label)

 

(Both Regulated and
Deregulated)

 

 

 

 

 

Network Services

 

Card Processing

 

 

 

 

 

 

 

Merchant Bankcard
Services

 

Billing and
Payment
Processing

 

Billing and
Payment
Processing

 

 

 

 

 

 

 

Customer Care

 

Customer Care

 

 


 

Credit Services

(25% of Company)

 

Private Label Credit Cards

Underwriting and Risk Management

Merchant Processing

Receivables Financing

 


 

Marketing Services

(25% of Company)

Canada — Coalition Loyalty (Air Miles) Program

U. S.              — One- to- One Loyalty Programs

                                                — Database Marketing Services

 



 

 

 

Experienced Management Team

Name

 

Responsibility

 

Years of
Experience

 

Background

Mike Parks

 

Chairman, CEO and President

 

25

 

First Data

Ed Heffernan

 

EVP and CFO

 

16

 

First Data, Citigroup,
CS First Boston

Mike Beltz

 

President, Transaction Services

 

19

 

First Data

Ivan Szeftel

 

President, Credit Services

 

19

 

Charming Shoppes

John Scullion

 

President, Loyalty Marketing

 

14

 

The Rider Group

Steve Walensky

 

EVP and CIO

 

25

 

First Data,
Visa International

Dwayne Tucker

 

EVP and CAO

 

23

 

Northwest Airlines,
First Data

Alan Utay

 

EVP and General Counsel

 

12

 

Akin Gump Strauss
Hauser and Feld

 

 

 


Financial Themes

 

 

 

- Growth

- Visibility & Predictability

- Operating Leverage

- Liquidity

 

 


Growth

Five Year Period

 

 

    Organic Targets of  "12%, 15%, 15%+" for Revenues, EBITDA and Cash Earnings per Share, respectively.

 

    Tuck-in Acquisition Strategy to further enhance growth

 


 

Visibility and Predictability

 

Strong Recurring Revenue Base

95% of Revenue Retained Each Year

3 - 5 Year Average Contract Term

Transaction Services (50%)

Primarily Non-Discretionary ("per click")

Credit Services (25%)

Full-Year plus of Stable Delinquencies

Lower Funding Costs as Loss Mitigant

Marketing Services (25%)

Primarily Non-Discretionary

$300MM in Deferred Revenue

Cash Flow $20MM+ Higher than Reported EBITDA

 

Model Validated During 2001 Recession as Revenues, EBITDA and Cash EPS Grew 14%, 18%, and 30%, respectively.

 


 

Operating Leverage

 

Drivers Behind Margin Expansion

Increased Scale

Modest Capex (£ 5% of Revenues)

Deferred Revenue Model

 

EBITDA Margin

1999 13.8%

2000 15.5%

2001 16.1%

 

Outlook - Targeting 50 bps Expansion Each Year

 


 

Liquidity

 

Focus on Investment Grade Profile

Debt / Operating EBITDA of 2.0x - 2.5x

Debt / Capital of 30% - 40%

 

Robust Cash Flow ($MM)

 

2002 (est)

 

EBITDA

 

$140-144

 

Cash Flow Adjustment

 

20

 

Operating EBITDA

 

$160-164

 

Less Capex

 

(40 - 44

)

Net Cash from Ops

 

$120

 

Less: Interest / Taxes

 

(50

)

Free Cash Flow

 

$70

 

per Share

 

$0.90

 

 

Estimated Free Cash Flow per Share ($0.90) Exceeds Estimated Reported Cash EPS ($0.60) by 50%.

 


 

Investment Highlights

 

 

Track Record of Growth

Compelling Growth Characteristics

Experienced Management Team

Strong Financial Performance

Growth

Visibility / Predictability

Operating Leverage

Liquidity