Bread Financial Holdings, Inc. has entered into an amendment to its existing credit agreement to support the pending merger of its banking subsidiaries. The filing details the terms of Amendment No. 2 to the Credit Agreement, dated September 3, 2026, which was executed by Bread Financial and certain subsidiaries as borrowers, with JPMorgan Chase Bank, N.A., acting as the administrative agent.
The amendment modifies the terms of the Existing Credit Agreement, which was originally dated June 7, 2023. The primary purpose of the Amendment is to permit the Bank Merger as an exception to certain covenants that apply to the Company’s revolving credit facility. The Company continues to utilize a $700 million senior unsecured revolving credit facility under the terms of the agreement. Aside from the specific changes allowing for the merger, the other terms governing the facility remain unchanged.
The Bank Merger involves the consolidation of Comenity Bank into Comenity Capital Bank, with Comenity Capital Bank serving as the surviving entity. The Company previously filed applications for this merger with the Federal Deposit Insurance Corporation and state banking regulators on December 17, 2025. Regulatory approvals for the merger were received on July 31, 2026. Bread Financial expects to consummate the merger on or around October 1, 2026, subject to the satisfaction of customary conditions and the expiration of applicable waiting periods. The Company stated that the merger is not expected to have a significant impact on its consolidated financial position, results of operations, or liquidity.
