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BREAD FINANCIAL HOLDINGS, INC. (BFH) Form 424B5 — Oct 28, 2026

$BFHForm 424B5Filed Oct 28, 2026, 5:30 PM ET0001193125-26-436417Original filing

Bread Financial Holdings priced a $125 million offering of depositary shares representing interests in 9.375% Fixed Rate Reset Non-Cumulative Perpetual Preferred Stock, Series C, at $25.00 per depositary share. The offering is expected to close on or about November 3, 2026, with depositary shares applying to list on the NYSE under 'BFH PrC.' Net proceeds are estimated at approximately $120.2 million ($138.3 million if underwriters exercise their 750,000-share over-allotment option in full), and will be used for general corporate purposes, potentially including contributions to subsidiary Comenity Capital Bank and share repurchases.

Key figures

Greenshoe
750000
Net Proceeds
$120.2 million (or $138.3 million if over-allotment exercised in full)
Reset Spread
Five-Year U.S. Treasury Rate plus 4.535 percentage points after December 15, 2031
Gross Proceeds
125000000
Offering Price
25
Preferred Rate
9.375% per annum fixed until First Reset Date
Shares Offered
5000000
Total Liabilities
$19.9 billion (as of September 30, 2026)
Underwriting Discount
3937500
Liquidation Preference
$25 per depositary share ($1,000 per share of Series C Preferred Stock)
Preferred Shares Outstanding
210,000 shares (75,000 Series A, 135,000 Series B) prior to offering
Nyse symbol
BFH PrC
First reset date
December 15, 2031
Depositary shares
5,000,000 (5,750,000 with greenshoe)
First dividend date
March 15, 2027

AI analysis

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