Loyalty Ventures (LYLTQ) 10-Q 8 Nov 22 2022 Q3 Quarterly report Financial data

Document and Entity Information

Document and Entity Information - shares	9 Months Ended
	Sep. 30, 2022	Oct. 27, 2022
Document and Entity Information [Abstract]
Document Type	10-Q
Document Quarterly Report	true
Document Transition Report	false
Document Period End Date	Sep. 30, 2022
Entity File Number	001-40776
Entity Registrant Name	Loyalty Ventures Inc.
Entity Incorporation, State or Country Code	DE
Entity Tax Identification Number	87-1353472
Entity Address State Or Province	TX
Entity Address, Address Line One	8235 Douglas Avenue, Suite 1200
Entity Address, City or Town	Dallas
Entity Address, Postal Zip Code	75225
City Area Code	972
Local Phone Number	338-5170
Title of 12(b) Security	Common stock, par value $0.01 per share
Trading Symbol	LYLT
Security Exchange Name	NASDAQ
Entity Current Reporting Status	Yes
Entity Interactive Data Current	Yes
Entity Filer Category	Non-accelerated Filer
Entity Small Business	false
Entity Emerging Growth Company	true
Entity Ex Transition Period	true
Entity Shell Company	false
Entity Common Stock, Shares Outstanding		24,611,933
Entity Central Index Key	0001870997
Current Fiscal Year End Date	--12-31
Document Fiscal Year Focus	2022
Document Fiscal Period Focus	Q3
Amendment Flag	false

UNAUDITED CONDENSED CONSOLIDATE

UNAUDITED CONDENSED CONSOLIDATED BALANCE SHEETS - USD ($) $ in Thousands	Sep. 30, 2022	Dec. 31, 2021
ASSETS
Cash and cash equivalents	$ 73,307	$ 167,601
Accounts receivable, net, less allowance for doubtful accounts ($3.9 million and $4.7 million at September 30, 2022 and December 31, 2021, respectively)	245,863	288,251
Inventories, net	236,776	188,577
Redemption settlement assets, restricted	609,711	735,131
Other current assets	23,415	28,627
Total current assets	1,189,072	1,408,187
Property and equipment, net	63,742	79,959
Right-of-use assets - operating	85,057	99,515
Deferred tax asset, net	48,388	58,128
Intangible assets, net	1,913	3,095
Goodwill	177,978	649,958
Other non-current assets	25,068	24,885
Total assets	1,591,218	2,323,727
LIABILITIES AND EQUITY (DEFICIENCY)
Accounts payable	116,766	103,482
Accrued expenses	131,242	144,997
Deferred revenue	791,208	924,789
Current operating lease liabilities	8,086	10,055
Current portion of long-term debt	50,625	50,625
Other current liabilities	120,651	118,444
Total current liabilities	1,218,578	1,352,392
Deferred revenue	87,793	97,167
Long-term operating lease liabilities	88,390	103,242
Long-term debt	567,720	603,488
Other liabilities	18,369	20,874
Total liabilities	1,980,850	2,177,163
Commitments and contingencies
EQUITY
Common stock, $0.01 par value; authorized, 200,000 shares; issued, 24,612 shares and 24,585 shares at September 30, 2022 and December 31, 2021, respectively	246	246
Additional paid-in-capital	272,487	266,775
Accumulated deficit	(496,390)	(55,383)
Accumulated other comprehensive loss	(165,975)	(65,074)
Total (deficiency) equity	(389,632)	146,564
Total liabilities and (deficiency) equity	$ 1,591,218	$ 2,323,727

UNAUDITED CONDENSED CONSOLIDA_2

UNAUDITED CONDENSED CONSOLIDATED BALANCE SHEETS (Parenthetical) - USD ($) shares in Thousands, $ in Millions	Sep. 30, 2022	Dec. 31, 2021
UNAUDITED CONDENSED CONSOLIDATED BALANCE SHEETS
Allowance for doubtful accounts	$ 3.9	$ 4.7
Common stock, par value (in dollars per share)	$ 0.01	$ 0.01
Common stock, authorized shares	200,000	200,000
Common stock, issued shares	24,612	24,585

UNAUDITED CONDENSED CONSOLIDA_3

UNAUDITED CONDENSED CONSOLIDATED AND COMBINED STATEMENTS OF OPERATIONS - USD ($) shares in Thousands, $ in Thousands	3 Months Ended		9 Months Ended
	Sep. 30, 2022	Sep. 30, 2021	Sep. 30, 2022	Sep. 30, 2021
Total revenue	$ 162,369	$ 169,257	$ 489,117	$ 496,716
Operating expenses
Cost of operations (exclusive of depreciation and amortization disclosed separately below)	133,905	119,882	407,890	372,820
General and administrative	5,090	4,018	15,907	11,608
Depreciation and other amortization	7,409	8,665	25,146	26,237
Amortization of purchased intangibles	259	433	820	1,316
Goodwill impairment			422,922
Total operating expenses	146,663	132,998	872,685	411,981
Operating income (loss)	15,706	36,259	(383,568)	84,735
Interest expense (income), net	11,527	(136)	29,973	(318)
Income (loss) before income taxes and income from investment in unconsolidated subsidiary	4,179	36,395	(413,541)	85,053
Provision for income taxes	4,304	16,542	27,466	31,616
Income from investment in unconsolidated subsidiary - related party, net of tax		(4,108)		(4,067)
Net (loss) income	$ (125)	$ 23,961	$ (441,007)	$ 57,504
Net (loss) income per share - Basic (Note 3)	$ (0.01)	$ 0.97	$ (17.92)	$ 2.34
Net (loss) income per share - Diluted (Note 3)	$ (0.01)	$ 0.97	$ (17.92)	$ 2.34
Weighted average shares - Basic (Note 3)	24,612	24,585	24,607	24,585
Weighted average shares - Diluted (Note 3)	24,612	24,585	24,607	24,585
Redemption
Total revenue	$ 91,852	$ 97,149	$ 273,779	$ 280,844
Services
Total revenue	62,757	65,806	191,830	199,244
Other Revenue
Total revenue	$ 7,760	$ 6,302	$ 23,508	$ 16,628

UNAUDITED CONDENSED CONSOLIDA_4

UNAUDITED CONDENSED CONSOLIDATED AND COMBINED STATEMENTS OF COMPREHENSIVE INCOME (LOSS) - USD ($) $ in Thousands	3 Months Ended		9 Months Ended
	Sep. 30, 2022	Sep. 30, 2021	Sep. 30, 2022	Sep. 30, 2021
UNAUDITED CONDENSED CONSOLIDATED AND COMBINED STATEMENTS OF COMPREHENSIVE INCOME (LOSS)
Net (loss) income	$ (125)	$ 23,961	$ (441,007)	$ 57,504
Other comprehensive (loss) income:
Unrealized loss on securities available-for-sale	(1,505)	(2,769)	(32,737)	(11,245)
Tax benefit				693
Unrealized loss on securities available-for-sale, net of tax	(1,505)	(2,769)	(32,737)	(10,552)
Unrealized (loss) gain on cash flow hedges	(1,289)	1,206	(986)	2,134
Tax benefit (expense)	300	(298)	233	(454)
Unrealized (loss) gain on cash flow hedges, net of tax	(989)	908	(753)	1,680
Foreign currency translation adjustments	(21,417)	(21,064)	(67,411)	(40,005)
Other comprehensive (loss) income, net of tax	(23,911)	(22,925)	(100,901)	(48,877)
Total comprehensive (loss) income, net of tax	$ (24,036)	$ 1,036	$ (541,908)	$ 8,627

UNAUDITED CONDENSED CONSOLIDA_5

UNAUDITED CONDENSED CONSOLIDATED AND COMBINED STATEMENTS OF EQUITY (DEFICIENCY) - USD ($) shares in Thousands, $ in Thousands	Common Stock	Additional Paid-in Capital	Accumulated Deficit	Former Parent's Net Investment	Accumulated Other Comprehensive Loss	Total
Balance at Beginning at Dec. 31, 2020				$ 1,093,920	$ 381	$ 1,094,301
Increase (Decrease) in Stockholders' Equity [Roll Forward]
Net income (loss)				57,504		57,504
Other comprehensive income (loss)					(48,877)	(48,877)
Change in former Parent's net investment				(109,352)		(109,352)
Balance at Ending at Sep. 30, 2021				1,042,072	(48,496)	993,576
Balance at Beginning at Jun. 30, 2021				1,012,586	(25,571)	987,015
Increase (Decrease) in Stockholders' Equity [Roll Forward]
Net income (loss)				23,961		23,961
Other comprehensive income (loss)					(22,925)	(22,925)
Change in former Parent's net investment				5,525		5,525
Balance at Ending at Sep. 30, 2021				$ 1,042,072	(48,496)	993,576
Balance at Beginning at Dec. 31, 2021	$ 246	$ 266,775	$ (55,383)		(65,074)	146,564
Balance at Beginning (in shares) at Dec. 31, 2021	24,585
Increase (Decrease) in Stockholders' Equity [Roll Forward]
Net income (loss)			(441,007)			(441,007)
Other comprehensive income (loss)					(100,901)	(100,901)
Net transfers from former Parent for Separation-related transactions		1,354				1,354
Stock-based compensation		5,248				5,248
Other		(890)				(890)
Other (in shares)	27
Balance at Ending at Sep. 30, 2022	$ 246	272,487	(496,390)		(165,975)	(389,632)
Balance at Ending (in shares) at Sep. 30, 2022	24,612
Balance at Beginning at Jun. 30, 2022	$ 246	271,296	(496,265)		(142,064)	(366,787)
Balance at Beginning (in shares) at Jun. 30, 2022	24,612
Increase (Decrease) in Stockholders' Equity [Roll Forward]
Net income (loss)			(125)			(125)
Other comprehensive income (loss)					(23,911)	(23,911)
Stock-based compensation		1,339				1,339
Other		(148)				(148)
Balance at Ending at Sep. 30, 2022	$ 246	$ 272,487	$ (496,390)		$ (165,975)	$ (389,632)
Balance at Ending (in shares) at Sep. 30, 2022	24,612

UNAUDITED CONDENSED CONSOLIDA_6

UNAUDITED CONDENSED CONSOLIDATED AND COMBINED STATEMENTS OF CASH FLOWS - USD ($) $ in Thousands	9 Months Ended
	Sep. 30, 2022	Sep. 30, 2021
CASH FLOWS FROM OPERATING ACTIVITIES:
Net (loss) income	$ (441,007)	$ 57,504
Adjustments to reconcile net (loss) income to net cash (used in) provided by operating activities:
Depreciation and amortization	25,966	27,553
Deferred income taxes	5,192	(3,594)
Non-cash stock compensation	5,248	6,322
Goodwill impairment	422,922
Gain on sale of investment in unconsolidated subsidiary - related party		(4,110)
Change in other operating assets and liabilities:
Change in deferred revenue	(59,035)	12,775
Change in accounts receivable	10,139	(14,201)
Change in accounts payable and accrued expenses	20,748	(12,496)
Change in other assets	(71,851)	(28,982)
Change in other liabilities	9,326	62,415
Other	20,798	10,539
Net cash (used in) provided by operating activities	(51,554)	113,725
CASH FLOWS FROM INVESTING ACTIVITIES:
Change in redemption settlement assets, restricted	10,313	(47,312)
Capital expenditures	(15,936)	(13,137)
Distributions from investment in unconsolidated subsidiary - related party		795
Sale of investment in unconsolidated subsidiary - related party		4,055
Net cash used in investing activities	(5,623)	(55,599)
CASH FLOWS FROM FINANCING ACTIVITIES:
Borrowings under debt agreements	12,000
Repayments of borrowings	(49,969)
Payment of deferred financing costs	(1,964)
Dividends paid to former Parent		(120,000)
Net transfers to former Parent		(9,278)
Net transfers from former Parent for Separation-related transactions	1,569
Other	(557)
Net cash used in financing activities	(38,921)	(129,278)
Effect of exchange rate changes on cash, cash equivalents and restricted cash	(13,195)	(4,000)
Change in cash, cash equivalents and restricted cash	(109,293)	(75,152)
Cash, cash equivalents and restricted cash at beginning of year	232,602	337,525
Cash, cash equivalents and restricted cash at end of year	123,309	262,373
SUPPLEMENTAL CASH FLOW INFORMATION:
Interest paid	27,717	200
Income taxes paid, net	$ 19,693	$ 30,781

DESCRIPTION OF BUSINESS AND BAS

DESCRIPTION OF BUSINESS AND BASIS OF PRESENTATION	9 Months Ended
	Sep. 30, 2022
DESCRIPTION OF BUSINESS AND BASIS OF PRESENTATION
DESCRIPTION OF BUSINESS AND BASIS OF PRESENTATION	​ 1. DESCRIPTION OF BUSINESS AND BASIS OF PRESENTATION Description of the Business On November 5, 2021, Bread Financial Holdings, Inc., previously named Alliance Data Systems Corporation (“former Parent”), completed the spinoff of its LoyaltyOne reportable segment (the “Separation”) into an independent, publicly traded company, Loyalty Ventures Inc. (the “Company” or “Loyalty Ventures”). Loyalty Ventures provides coalition and campaign-based loyalty solutions through the Canadian AIR MILES ® Basis of Presentation Prior to the Separation, the Company had operated as part of the former Parent and not as a standalone company. The unaudited condensed combined financial statements for the three and nine months ended September 30, 2021 have been derived from the former Parent’s historical accounting records and are presented on a “carve-out” basis. The unaudited condensed combined financial statements for the three and nine months ended September 30, 2021 also include allocations of certain general and administrative expenses from the former Parent that directly or indirectly benefited Loyalty Ventures. However, amounts recognized by the Company are not necessarily representative of the amounts that would have been reflected in the unaudited condensed combined financial statements had the Company operated independently. The former Parent’s third-party long-term debt and the related interest expense was not allocated for the three and nine months ended September 30, 2021 as the Company was not the legal obligor of such debt. The former Parent’s net investment represents its interest in the recorded net assets of the Company. All significant transactions between the Company and its former Parent have been included in the accompanying unaudited condensed combined financial statements. Transactions with the former Parent as contributions to the carve-out entity or distributions from the carve-out entity are reflected in the accompanying unaudited condensed consolidated and combined statements of equity (deficiency) as “Change in former Parent’s net investment.” The unaudited condensed consolidated financial statements for the three and nine months ended September 30, 2022 were based on the reported results of Loyalty Ventures as a standalone company and prepared on a consolidated basis. All significant intercompany accounts and transactions between the businesses comprising the Company have been eliminated in the accompanying unaudited condensed consolidated and combined financial statements. The Company’s unaudited condensed consolidated and combined financial statements and accompanying notes have been prepared in accordance with accounting principles generally accepted in the United States of America (“GAAP”). The preparation of financial statements in conformity with GAAP requires management to make estimates and assumptions that affect the reported amount of assets and liabilities and disclosure of contingent assets and liabilities at the date of the financial statements and the reported amounts of revenues and expenses during the reporting period. Actual results could differ from those estimates. The Company’s unaudited condensed consolidated and combined financial statements and accompanying notes are presented in U.S. Dollars (“USD”), the Company’s reporting currency. The unaudited condensed consolidated and combined financial statements included herein reflect all adjustments (consisting of normal, recurring adjustments) which are, in the opinion of management, necessary to state fairly the results for the interim periods presented. The results of operations for the interim periods presented are not necessarily indicative of the operating results to be expected for any subsequent interim period or for the fiscal year. Certain information and footnote disclosures normally included in financial statements prepared in accordance with GAAP have been condensed or omitted pursuant to such rules and regulations. However, the Company believes that the disclosures are adequate to make the information presented not misleading. These unaudited condensed consolidated and combined financial statements should be read in conjunction with the consolidated and combined financial statements and the notes thereto for the year ended December 31, 2021 included in the Company’s Annual Report on Form 10-K, filed with the Securities and Exchange Commission (“SEC”) on February 28, 2022. Recently Issued Accounting Standards Not Yet Adopted In March 2020, the Financial Accounting Standards Board (“FASB”) issued Accounting Standards Update (“ASU”) 2020-04, “Facilitation of the Effects of Reference Rate Reform (Topic 848): Facilitation of the Effects of Reference Rate Reform on Financial Reporting.” ASU 2020-04 provides optional expedients and exceptions for applying GAAP to contracts, hedging relationships, and other transactions affected by reference rate reform if certain criteria are met. The amendments in ASU 2020-04 can be applied anytime between the first quarter of fiscal 2020 and the fourth quarter of fiscal 2022. ASU 2020-04 applies only to contracts and hedging relationships that reference the London Interbank Offered Rate (“LIBOR”) or another reference rate expected to be discontinued due to reference rate reform. The Company’s primary association with LIBOR is through interest rates applicable under its senior secured credit agreement (the “Credit Agreement”) that provides for the use of the Secured Overnight Financing Rate (SOFR) if LIBOR is no longer available. Accordingly, the impact of ASU 2020-04 on the Company’s consolidated financial statements and related disclosures is not expected to be material. In October 2021, the FASB issued ASU 2021-08, “Business Combinations (Topic 805): Accounting for Contract Assets and Contract Liabilities from Contracts with Customers,” which requires an acquirer in a business combination to recognize and measure contract assets and contract liabilities in accordance with Accounting Standards Codification (“ASC”) 606. ASU 2021-08 is effective for fiscal years beginning after December 15, 2022 and early adoption is permitted. The Company expects to adopt ASU 2021-08 in the first quarter of 2023 on a prospective basis. While the impact of these amendments is dependent on the nature of any future transactions, the Company does not expect ASU 2021-08 to have a significant impact on its consolidated financial statements and related disclosures. In September 2022, the FASB issued ASU 2022-04, “Liabilities —

REVENUE

REVENUE	9 Months Ended
	Sep. 30, 2022
REVENUE
REVENUE	2. REVENUE The Company’s products and services are reported under two segments—AIR MILES Reward Program and BrandLoyalty, as shown below. The following tables present revenue disaggregated by major source, as well as geographic region based on the location of the subsidiary that generally correlates with the location of the customer: ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ AIR MILES ​ ​ ​ ​ ​ ​ Three Months Ended September 30, 2022 ​ Reward Program ​ BrandLoyalty ​ Eliminations ​ Total ​ ​ (in thousands) Disaggregation of Revenue by Major Source: ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Coalition loyalty program ​ $ 63,971 ​ $ — ​ $ — ​ $ 63,971 Campaign-based loyalty programs ​ — ​ 93,413 ​ ​ — ​ 93,413 Other ​ 45 ​ 1,611 ​ ​ (42) ​ 1,614 Revenue from contracts with customers ​ $ 64,016 ​ $ 95,024 ​ $ (42) ​ $ 158,998 ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Investment income ​ 3,371 ​ — ​ ​ — ​ 3,371 Total ​ $ 67,387 ​ $ 95,024 ​ $ (42) ​ $ 162,369 ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ AIR MILES ​ ​ ​ ​ ​ Three Months Ended September 30, 2021 ​ Reward Program ​ BrandLoyalty ​ Eliminations ​ Total ​ ​ (in thousands) Disaggregation of Revenue by Major Source: ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Coalition loyalty program ​ $ 68,580 ​ $ — ​ $ — ​ $ 68,580 Campaign-based loyalty programs ​ — ​ 95,799 ​ ​ — ​ 95,799 Other ​ 10 ​ 1,530 ​ ​ — ​ 1,540 Revenue from contracts with customers ​ $ 68,590 ​ $ 97,329 ​ $ — ​ $ 165,919 ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Investment income ​ 3,338 ​ — ​ ​ — ​ 3,338 Total ​ $ 71,928 ​ $ 97,329 ​ $ — ​ $ 169,257 ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ AIR MILES ​ ​ ​ ​ ​ ​ Nine Months Ended September 30, 2022 ​ Reward Program ​ BrandLoyalty ​ Eliminations ​ Total ​ ​ (in thousands) Disaggregation of Revenue by Major Source: ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Coalition loyalty program ​ $ 189,533 ​ $ — ​ $ — ​ $ 189,533 Campaign-based loyalty programs ​ — ​ 284,943 ​ ​ — ​ 284,943 Other ​ 125 ​ 4,654 ​ ​ (129) ​ 4,650 Revenue from contracts with customers ​ $ 189,658 ​ $ 289,597 ​ $ (129) ​ $ 479,126 ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Investment income ​ 9,991 ​ — ​ ​ — ​ 9,991 Total ​ $ 199,649 ​ $ 289,597 ​ $ (129) ​ $ 489,117 ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ AIR MILES ​ ​ ​ ​ ​ Nine Months Ended September 30, 2021 ​ Reward Program ​ BrandLoyalty ​ Eliminations ​ Total ​ ​ (in thousands) Disaggregation of Revenue by Major Source: ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Coalition loyalty program ​ $ 203,870 ​ $ — ​ $ — ​ $ 203,870 Campaign-based loyalty programs ​ — ​ 278,726 ​ ​ — ​ 278,726 Other ​ 12 ​ 3,867 ​ ​ — ​ 3,879 Revenue from contracts with customers ​ $ 203,882 ​ $ 282,593 ​ $ — ​ $ 486,475 ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Investment income ​ 10,241 ​ — ​ ​ — ​ 10,241 Total ​ $ 214,123 ​ $ 282,593 ​ $ — ​ $ 496,716 ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ AIR MILES ​ ​ ​ ​ ​ ​ Three Months Ended September 30, 2022 ​ Reward Program ​ BrandLoyalty ​ Eliminations ​ Total ​ ​ (in thousands) Disaggregation of Revenue by Geographic Region: ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ United States ​ $ — ​ $ — ​ $ — ​ $ — Canada ​ 67,387 ​ 4,742 ​ ​ (42) ​ 72,087 Europe, Middle East and Africa ​ — ​ 77,465 ​ ​ — ​ 77,465 Asia Pacific ​ — ​ 7,061 ​ ​ — ​ 7,061 Other ​ — ​ 5,756 ​ ​ — ​ 5,756 Total ​ $ 67,387 ​ $ 95,024 ​ $ (42) ​ $ 162,369 ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ AIR MILES ​ ​ ​ ​ ​ ​ Three Months Ended September 30, 2021 ​ Reward Program ​ BrandLoyalty ​ Eliminations ​ Total ​ ​ (in thousands) Disaggregation of Revenue by Geographic Region: ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ United States ​ $ — ​ $ 95 ​ $ — ​ $ 95 Canada ​ 71,928 ​ 3,894 ​ ​ — ​ 75,822 Europe, Middle East and Africa ​ — ​ 68,168 ​ ​ — ​ 68,168 Asia Pacific ​ — ​ 22,967 ​ ​ — ​ 22,967 Other ​ — ​ 2,205 ​ ​ — ​ 2,205 Total ​ $ 71,928 ​ $ 97,329 ​ $ — ​ $ 169,257 ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ AIR MILES ​ ​ ​ ​ ​ ​ Nine Months Ended September 30, 2022 ​ Reward Program ​ BrandLoyalty ​ Eliminations ​ Total ​ ​ (in thousands) Disaggregation of Revenue by Geographic Region: ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ United States ​ $ — ​ $ — ​ $ — ​ $ — Canada ​ 199,649 ​ 12,426 ​ ​ (129) ​ 211,946 Europe, Middle East and Africa ​ — ​ 220,658 ​ ​ — ​ 220,658 Asia Pacific ​ — ​ 45,367 ​ ​ — ​ 45,367 Other ​ — ​ 11,146 ​ ​ — ​ 11,146 Total ​ $ 199,649 ​ $ 289,597 ​ $ (129) ​ $ 489,117 ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ AIR MILES ​ ​ ​ ​ ​ ​ Nine Months Ended September 30, 2021 ​ Reward Program ​ BrandLoyalty ​ Eliminations ​ Total ​ ​ (in thousands) Disaggregation of Revenue by Geographic Region: ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ United States ​ $ — ​ $ 2,637 ​ $ — ​ $ 2,637 Canada ​ 214,123 ​ 15,163 ​ ​ — ​ 229,286 Europe, Middle East and Africa ​ — ​ 200,022 ​ ​ — ​ 200,022 Asia Pacific ​ — ​ 57,690 ​ ​ — ​ 57,690 Other ​ — ​ 7,081 ​ ​ — ​ 7,081 Total ​ $ 214,123 ​ $ 282,593 ​ $ — ​ $ 496,716 ​ Contract Liabilities The Company records a contract liability when cash payments are received in advance of its performance, which applies to the service and redemption of an AIR MILES reward mile and the reward products for its campaign-based loyalty programs. A reconciliation of contract liabilities for the AIR MILES Reward Program is as follows: ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Deferred Revenue ​ Service Redemption Total ​ ​ (in thousands) Balance at January 1, 2022 ​ $ 230,492 ​ $ 791,464 ​ $ 1,021,956 Cash proceeds ​ 131,316 ​ ​ 202,961 ​ 334,277 Revenue recognized (1) ​ (138,858) ​ ​ (254,938) ​ (393,796) Other ​ — ​ ​ 423 ​ 423 Effects of foreign currency translation ​ (19,321) ​ ​ (64,538) ​ (83,859) Balance at September 30, 2022 ​ $ 203,629 ​ $ 675,372 ​ $ 879,001 Amounts recognized in the consolidated balance sheets: ​ ​ ​ Deferred revenue (current) ​ $ 115,836 ​ $ 675,372 ​ $ 791,208 Deferred revenue (non-current) ​ $ 87,793 ​ $ — ​ $ 87,793 (1) Reported on a gross basis herein. The deferred redemption obligation associated with the AIR MILES Reward Program is effectively due on demand from the collector base, thus the timing of revenue recognition is based on the redemption by the collector. Service revenue is amortized over the expected life of a mile, with the deferred revenue balance expected to be recognized into revenue in the amount of $39.8 million in 2022 2023 2024 2025 The contract liabilities for BrandLoyalty’s campaign-based loyalty programs are recognized in other current liabilities in the Company’s unaudited condensed consolidated balance sheets. The beginning balance as of January 1, 2022 was $85.4 million and the closing balance as of September 30, 2022 was $99.1 million, with the change due to cash payments received in advance of program performance, offset in part by revenue recognized of approximately $212.4 million and the effect of foreign currency translation of $14.7 million during the nine months ended September 30, 2022.

EARNINGS PER SHARE

EARNINGS PER SHARE	9 Months Ended
	Sep. 30, 2022
EARNINGS PER SHARE
EARNINGS PER SHARE	3. EARNINGS PER SHARE A total of 24,585,237 shares of Loyalty Ventures common stock were outstanding at November 5, 2021, the date of the Separation, and this share amount was utilized for the calculation of basic and diluted earnings per share for all periods presented prior to the Separation. For the three and nine months ended September 30, 2021, these shares are treated as issued and outstanding for purposes of calculating historical basic and diluted earnings per share. For the three and nine months ended September 30, 2022, the calculation of basic and diluted earnings per share is based on the weighted average number of common shares outstanding. The dilutive effect of equity awards of Loyalty Ventures granted subsequent to the Separation is included in the diluted calculation. The following table sets forth the computation of basic and diluted earnings per share of common stock: ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Three Months Ended ​ Nine Months Ended ​ ​ September 30, ​ September 30, ​ 2022 2021 2022 2021 ​ ​ (in thousands, except per share amounts) Numerator: ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Net (loss) income ​ $ (125) ​ $ 23,961 ​ $ (441,007) ​ $ 57,504 ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Denominator: ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Weighted average shares, basic ​ ​ 24,612 ​ ​ 24,585 ​ ​ 24,607 ​ ​ 24,585 Weighted average effect of dilutive securities: ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Net effect of dilutive unvested restricted stock (1) ​ ​ — ​ ​ — ​ ​ — ​ ​ — Denominator for diluted calculation ​ ​ 24,612 ​ ​ 24,585 ​ ​ 24,607 ​ ​ 24,585 ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Basic net (loss) income per share: ​ $ (0.01) ​ $ 0.97 ​ $ (17.92) ​ $ 2.34 Diluted net (loss) income per share: ​ $ (0.01) ​ $ 0.97 ​ $ (17.92) ​ $ 2.34 (1) The dilutive calculation excludes 0.9 million and 0.6 million restricted stock units for the three and nine months ended September 30, 2022, respectively, as they were anti-dilutive for the respective periods. For the three and nine months ended September 30, 2021, there are no dilutive equity instruments as there were no equity awards of Loyalty Ventures outstanding prior to the Separation.

INVENTORIES, NET

INVENTORIES, NET	9 Months Ended
	Sep. 30, 2022
INVENTORIES, NET
INVENTORIES, NET	4. INVENTORIES, NET Inventories, net of $236.8 million and $188.6 million at September 30, 2022 and December 31, 2021, respectively, primarily consist of finished goods to be utilized as rewards in the Company’s loyalty programs. Inventories are stated at the lower of cost and net realizable value and valued primarily on a first-in-first-out basis. The Company records valuation adjustments to its inventories if the cost of inventory exceeds the amount it expects to realize from the ultimate sale or disposal of the inventory. These estimates are based on management’s judgment regarding future market conditions and an analysis of historical experience.

REDEMPTION SETTLEMENT ASSETS, R

REDEMPTION SETTLEMENT ASSETS, RESTRICTED	9 Months Ended
	Sep. 30, 2022
REDEMPTION SETTLEMENT ASSETS, RESTRICTED.
REDEMPTION SETTLEMENT ASSETS, RESTRICTED	5. REDEMPTION SETTLEMENT ASSETS, RESTRICTED Redemption settlement assets consist of restricted cash, mutual funds, and securities available-for-sale and are designated for settling redemptions by collectors of the AIR MILES Reward Program under certain contractual relationships with sponsors of the AIR MILES Reward Program. The principal components of redemption settlement assets, which are carried at fair value, are as follows: ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ September 30, ​ December 31, ​ ​ 2022 ​ 2021 ​ Fair Value Fair Value ​ ​ (in thousands) Restricted cash ​ $ 40,870 ​ $ 58,752 Mutual funds ​ 20,696 ​ 25,990 Corporate bonds ​ 548,145 ​ 650,389 Total ​ $ 609,711 ​ $ 735,131 ​ The following table shows the amortized cost, unrealized gains and losses, and fair value of securities available-for-sale as of September 30, 2022 and December 31, 2021, respectively: ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ September 30, 2022 ​ December 31, 2021 ​ ​ Amortized ​ Unrealized ​ Unrealized ​ ​ ​ ​ Amortized ​ Unrealized ​ Unrealized ​ ​ ​ ​ Cost Gains Losses Fair Value Cost Gains Losses Fair Value ​ ​ (in thousands) Corporate bonds ​ $ 578,741 ​ $ — ​ $ (30,596) ​ $ 548,145 ​ $ 648,248 ​ $ 6,389 ​ $ (4,248) ​ $ 650,389 Total ​ $ 578,741 ​ $ — ​ $ (30,596) ​ $ 548,145 ​ $ 648,248 ​ $ 6,389 ​ $ (4,248) ​ $ 650,389 ​ The following tables show the unrealized losses and fair value for those investments that were in an unrealized loss position as of September 30, 2022 and December 31, 2021, respectively, aggregated by investment category and the length of time that individual securities have been in a continuous loss position: ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ September 30, 2022 ​ ​ Less than 12 months ​ 12 Months or Greater ​ Total ​ ​ ​ ​ ​ Unrealized ​ ​ ​ ​ Unrealized ​ ​ ​ ​ Unrealized ​ ​ Fair Value ​ Losses ​ Fair Value ​ Losses ​ Fair Value ​ Losses ​ ​ (in thousands) Corporate bonds $ 369,156 ​ $ (13,710) ​ $ 178,989 ​ $ (16,886) ​ $ 548,145 ​ $ (30,596) Total ​ $ 369,156 ​ $ (13,710) ​ $ 178,989 ​ $ (16,886) ​ $ 548,145 ​ $ (30,596) ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ December 31, 2021 ​ ​ Less than 12 months ​ 12 Months or Greater ​ Total ​ ​ ​ ​ ​ Unrealized ​ ​ ​ ​ Unrealized ​ ​ ​ ​ Unrealized ​ ​ Fair Value ​ Losses ​ Fair Value ​ Losses ​ Fair Value ​ Losses ​ ​ (in thousands) Corporate bonds $ 104,052 ​ $ (1,341) ​ $ 123,382 ​ $ (2,907) $ 227,434 $ (4,248) Total ​ $ 104,052 ​ $ (1,341) ​ $ 123,382 ​ $ (2,907) ​ $ 227,434 ​ $ (4,248) ​ The amortized cost and estimated fair value of the securities available-for-sale at September 30, 2022 by contractual maturity are as follows: ​ ​ ​ ​ ​ ​ ​ ​ ​ Amortized Estimated ​ ​ Cost ​ Fair Value ​ ​ (in thousands) Due in one year or less ​ $ 122,736 ​ $ 121,720 Due after one year through five years ​ 456,005 ​ 426,425 Total ​ $ 578,741 ​ $ 548,145 ​ Market values were determined for each individual security in the investment portfolio. The Company recorded losses associated with the change in fair value of mutual funds of $0.6 million and $3.1 million for the three and nine months ended September 30, 2022, respectively. Losses associated with the change in fair value of mutual funds were de minimis and $0.6 million for the three and nine months ended September 30, 2021, respectively. For available-for-sale debt securities in which fair value is less than cost, ASC 326, “Financial Instruments – Credit Losses,” requires that credit-related impairment, if any, is recognized through an allowance for credit losses and adjusted each period for changes in credit risk. The Company invests in highly rated securities with expected low probabilities of default and has the intent and ability to hold the investments until maturity. The Company performs an assessment each period for credit-related impairment. As of September 30, 2022, the Company does not consider its investments to be impaired. The Company believes unrealized losses on investments were caused by rising interest rates rather than changes in credit quality. The Company expects to recover, through collection of all of the contractual cash flows of each security, the amortized cost basis of these securities as it does not intend to sell, and does not anticipate being required to sell, these securities before recovery of the cost basis. There were no realized gains or losses from the sale of investment securities for the three months ended September 30, 2022 and 2021, respectively. Losses from the sale of investment securities were de minimis and $0.2 million for the nine months ended September 30, 2022 and 2021, respectively.

LEASES

LEASES	9 Months Ended
	Sep. 30, 2022
LEASES
LEASES	6. LEASES The Company has operating leases for general office properties, warehouses, data centers, automobiles and equipment. As of September 30, 2022, the Company’s leases have remaining lease terms of less than 1 year to 11 years, some of which may include renewal options. For leases in which the implicit rate is not readily determinable, the Company uses its incremental borrowing rate as of the lease commencement date to determine the present value of the lease payments. The incremental borrowing rate is based on the Company’s specific rate of interest to borrow on a collateralized basis, over a similar term and in a similar economic environment as the lease. Leases with an initial term of 12 months or less are not recognized on the balance sheet; the Company recognizes lease expense for these leases on a straight-line basis over the lease term. Additionally, the Company accounts for lease and nonlease components as a single lease component for its identified asset classes. The components of lease expense were as follows: ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Three Months Ended ​ Nine Months Ended ​ ​ September 30, ​ September 30, ​ 2022 2021 2022 2021 ​ ​ (in thousands) Operating lease cost ​ $ 3,450 ​ $ 3,923 ​ $ 10,814 ​ $ 11,929 Short-term lease cost ​ 99 ​ 84 ​ 243 ​ 255 Variable lease cost ​ 1,070 ​ 922 ​ 2,859 ​ 3,134 Total ​ $ 4,619 ​ $ 4,929 ​ $ 13,916 ​ $ 15,318 ​ Sublease income was $1.4 million and $3.2 million for the three and nine months ended September 30, 2022, respectively, and $0.6 million and $1.6 million for the three and nine months ended September 30, 2021, respectively, and is presented net of lease expense. ​ The Company evaluates its right-of-use assets for impairment in accordance with ASC 360, “Property, Plant and Equipment,” when events or changes in circumstances indicate that a right-of-use asset’s carrying amount may not be recoverable. The Company performed an impairment assessment for the right-of-use assets associated with certain subleased office space. As a result, the Company recorded asset impairment charges within its AIR MILES Reward Program segment of $0.4 million and $1.0 million in the three and nine months ended September 30, 2022, respectively, which is included in cost of operations in its unaudited condensed consolidated statements of operations. ​ Other information related to leases was as follows: ​ ​ ​ ​ ​ ​ ​ ​ ​ September 30, ​ September 30, ​ 2022 2021 Weighted-average remaining lease term (in years): ​ Operating leases 10.0 10.9 ​ Weighted-average discount rate: ​ ​ Operating leases 4.7 % 4.7 % ​ Supplemental cash flow information related to leases was as follows: ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Three Months Ended ​ Nine Months Ended ​ ​ September 30, ​ September 30, ​ 2022 2021 2022 2021 ​ ​ (in thousands) Cash paid for amounts included in the measurement of lease liabilities: ​ ​ ​ ​ ​ Operating cash flows from operating leases ​ $ 4,294 ​ $ 4,062 ​ $ 12,068 ​ $ 13,871 Right-of-use assets obtained in exchange for lease obligations: ​ ​ ​ ​ Operating leases ​ $ 1,434 ​ $ 16 ​ $ 4,171 ​ $ 200 ​ Maturities of the lease liabilities as of September 30, 2022 were as follows: ​ ​ ​ ​ ​ ​ ​ Operating Year Leases ​ ​ (in thousands) 2022 (excluding the nine months ended September 30, 2022) ​ $ 2,168 2023 ​ 13,560 2024 ​ 12,674 2025 ​ 12,081 2026 ​ 11,538 Thereafter ​ 70,411 Total undiscounted lease liabilities ​ 122,432 Less: Amount representing interest ​ (25,956) Total present value of minimum lease payments ​ $ 96,476 ​ ​ ​ ​ Amounts recognized in the September 30, 2022 consolidated balance sheet: ​ Current operating lease liabilities ​ $ 8,086 Long-term operating lease liabilities ​ 88,390 Total ​ $ 96,476 ​

INTANGIBLE ASSETS AND GOODWILL

INTANGIBLE ASSETS AND GOODWILL	9 Months Ended
	Sep. 30, 2022
INTANGIBLE ASSETS AND GOODWILL
INTANGIBLE ASSETS AND GOODWILL	7. INTANGIBLE ASSETS AND GOODWILL Intangible Assets Intangible assets consist of the following: ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ September 30, 2022 ​ ​ ​ Gross ​ Accumulated ​ ​ ​ ​ ​ Assets Amortization Net Amortization Life and Method ​ ​ (in thousands) ​ Tradenames $ 8,233 ​ $ (6,320) ​ $ 1,913 8‑15 years—straight line Total intangible assets ​ $ 8,233 ​ $ (6,320) ​ $ 1,913 ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ December 31, 2021 ​ ​ ​ Gross ​ Accumulated ​ ​ ​ ​ ​ Assets Amortization Net Amortization Life and Method ​ ​ (in thousands) ​ Tradenames ​ $ 32,289 ​ $ (29,194) ​ $ 3,095 ​ 8‑15 years—straight line Collector database ​ ​ 55,397 ​ (55,397) ​ ​ — ​ 5 years—straight line Total intangible assets $ 87,686 ​ $ (84,591) ​ $ 3,095 ​ ​ ​ The estimated amortization expense related to intangible assets for the next five years and thereafter is as follows: ​ ​ ​ ​ ​ ​ ​ For the Years Ending ​ December 31, ​ ​ (in thousands) 2022 (excluding the nine months ended September 30, 2022) ​ $ 252 2023 ​ 1,006 2024 ​ 516 2025 ​ 26 2026 ​ 26 Thereafter ​ 87 ​ Goodwill The changes in the carrying amount of goodwill are as follows: ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ AIR MILES ​ ​ ​ ​ ​ ​ ​ Reward Program BrandLoyalty (1) Total ​ (in thousands) Balance at January 1, 2022 ​ $ 194,767 ​ $ 455,191 ​ $ 649,958 Impairment ​ ​ — ​ ​ (422,922) ​ ​ (422,922) Effects of foreign currency translation ​ (16,789) ​ ​ (32,269) ​ (49,058) Balance at September 30, 2022 ​ $ 177,978 ​ $ — ​ $ 177,978 (1) The amount of goodwill as of January 1, 2022 is net of an accumulated goodwill impairment charge of $50.0 million within the BrandLoyalty segment incurred as of December 31, 2021. As of June 30, 2022, the Company recorded a goodwill impairment charge of $422.9 million within the BrandLoyalty segment. The goodwill as of September 30, 2022 is net of accumulated goodwill impairment charges of $472.9 million within the BrandLoyalty segment. ​ The Company tests goodwill for impairment annually, as of July 1, or when events and circumstances change that would indicate the carrying value may not be recoverable. During the second quarter of 2022, macroeconomic factors, including Russia’s invasion of Ukraine and its negative impact on consumer confidence and consumer behavior in Europe, inflation, and continued supply chain pressures, led the Company to believe that it is more likely than not the fair value of its BrandLoyalty reporting unit was less than its carrying amount. As a result, the economic disruption, coupled with increased uncertainty, indicated a material deterioration of the significant inputs used to determine the fair value of the BrandLoyalty reporting unit, resulting in the impairment of the goodwill. See Note 15, “Financial Instruments and Fair Value Measurements,” for more information.

INVESTMENT IN UNCONSOLIDATED SU

INVESTMENT IN UNCONSOLIDATED SUBSIDIARY - RELATED PARTY	9 Months Ended
	Sep. 30, 2022
INVESTMENT IN UNCONSOLIDATED SUBSIDIARY - RELATED PARTY
INVESTMENT IN UNCONSOLIDATED SUBSIDIARY - RELATED PARTY	8. INVESTMENT IN UNCONSOLIDATED SUBSIDIARY – RELATED PARTY The Company previously owned a 99.9% interest in Comenity Canada L.P., a limited partnership, which is a consolidated subsidiary of the former Parent, and was accounted for using the equity method of accounting, as the Company exercised significant influence but did not control the entity. The investment was included in the AIR MILES Reward Program segment. In March 2021, the Company received a partnership distribution from Comenity Canada L.P. of $0.8 million, and the Company’s ownership interest declined from 99.9% to 98.0%. Under the equity method, the Company’s share of its investee’s earnings or loss is recognized in the consolidated and combined statements of operations. The Company recognized income from investment in unconsolidated related party subsidiary of $4.1 million for each of the three and nine months ended September 30, 2021, respectively. In August 2021, the Company’s investment in Comenity Canada L.P. was sold to an affiliate of the former Parent for $4.1 million and a gain on sale of investment in unconsolidated related party subsidiary of $4.1 million was recorded in income from investment in unconsolidated subsidiary within the Company’s unaudited condensed consolidated and combined statements of income.

RESTRUCTURING AND OTHER CHARGES

RESTRUCTURING AND OTHER CHARGES	9 Months Ended
	Sep. 30, 2022
RESTRUCTURING AND OTHER CHARGES
RESTRUCTURING AND OTHER CHARGES	9. RESTRUCTURING AND OTHER CHARGES In the second quarter of 2022, executive management initiated a plan to simplify the organization, reduce its cost structure, and optimize its supply chain. The Company expects this plan will be implemented throughout fiscal year 2022. For the three and nine months ended September 30, 2022, the Company incurred restructuring and other charges related to reductions in force and asset impairments associated with certain leased office space as the Company reduces its real estate footprint, and other exit costs primarily related to third-party professional services. These charges were recorded to cost of operations in the Company’s unaudited condensed consolidated and combined statements of operations. The following tables summarize the restructuring and other charges incurred by reportable segment for the three and nine months ended September 30, 2022: ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Termination ​ Asset ​ Other ​ ​ ​ Three Months Ended September 30, 2022 Benefits Impairments Exit Costs Total ​ ​ (in thousands) AIR MILES Reward Program ​ $ 2,934 ​ $ 432 ​ $ 108 ​ $ 3,474 BrandLoyalty ​ 1,881 ​ — ​ — ​ 1,881 Total ​ $ 4,815 ​ $ 432 ​ $ 108 ​ $ 5,355 ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Termination ​ Asset ​ Other ​ ​ ​ Nine Months Ended September 30, 2022 Benefits Impairments Exit Costs Total ​ ​ (in thousands) AIR MILES Reward Program ​ $ 5,291 ​ $ 969 ​ $ 1,480 ​ $ 7,740 BrandLoyalty ​ 1,881 ​ — ​ — ​ 1,881 Total ​ $ 7,172 ​ $ 969 ​ $ 1,480 ​ $ 9,621 ​ There were no restructuring and other charges incurred for the three and nine months ended September 30, 2021. ​ The Company’s liability for restructuring and other charges is recognized in accrued expenses in its consolidated balance sheets. The following table summarizes the activities related to the restructuring and other charges, as discussed above, for the periods presented: ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Termination ​ Asset ​ Other ​ ​ ​ ​ Benefits Impairments Exit Costs Total ​ ​ (in thousands) Liability as of January 1, 2022 ​ $ — ​ $ — ​ $ — ​ $ — Charged to expense ​ 7,172 ​ 969 ​ 1,480 ​ 9,621 Adjustments for non-cash charges ​ — ​ (969) ​ — ​ (969) Cash payments ​ (1,471) ​ — ​ (1,465) ​ (2,936) Effects of foreign currency translation ​ ​ (165) ​ ​ — ​ ​ (15) ​ ​ (180) Liability as of September 30, 2022 ​ $ 5,536 ​ $ — ​ $ — ​ $ 5,536 ​ The Company’s outstanding liability related to restructuring and other charges is expected to be settled in the next twelve months. Management is continuing to undergo an evaluation of its BrandLoyalty segment with additional restructuring and other charges expected to be incurred in the fourth quarter of 2022.

DEBT

DEBT	9 Months Ended
	Sep. 30, 2022
DEBT
DEBT	10. DEBT Debt consists of the following: ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ September 30, ​ December 31, ​ Description 2022 2021 Maturity ​ ​ (in thousands) ​ Revolving credit facility (1) ​ $ — ​ $ — ​ November 2026 Term loan A ​ 165,156 ​ 175,000 ​ November 2026 Term loan B ​ 471,875 ​ 500,000 ​ November 2027 Total long-term debt ​ $ 637,031 ​ $ 675,000 ​ ​ Less: unamortized debt issuance costs ​ ​ 18,686 ​ ​ 20,887 ​ ​ Less: current portion ​ ​ 50,625 ​ ​ 50,625 ​ ​ Long-term portion ​ $ 567,720 ​ $ 603,488 ​ ​ (1) As of September 30, 2022, availability under the revolving credit facility was $138.2 million as a result of $11.8 million in letters of credit outstanding under the Credit Agreement. As of December 31, 2021, availability under the revolving credit facility was $137.5 million as a result of $12.5 million in letters of credit outstanding under the Credit Agreement. ​ Credit Agreement The Company has a Credit Agreement which provides for a $175.0 million term loan A facility, a $500.0 million term loan B facility, and a revolving credit facility in the maximum amount of $150.0 million. The term loan A and revolving credit facility mature November 3, 2026. The term loan B matures November 3, 2027. In July 2022, the Company entered into an amendment to its Credit Agreement, which, among other things, provides for adjustments to the financial maintenance covenant applicable to the term loan A and revolving credit facility as follows: ​ ​ ​ Four Fiscal Quarters Ending Maximum Consolidated Total Leverage Ratio December 31, 2021 through June 30, 2022 5.00:1.00 September 30, 2022 through September 30, 2023 5.75:1.00 December 31, 2023 5.50:1.00 March 31, 2024 through September 30, 2024 5.25:1.00 December 31, 2024 through March 31, 2025 5.00:1.00 June 30, 2025 and each fiscal quarter thereafter 4.75:1.00 ​ In addition, the amendment reduces the amount of revolving commitments by $2.8 million per quarter beginning September 30, 2022, for each quarter in which the total leverage ratio as defined in the Credit Agreement is in excess of 4.75 to 1. The total leverage ratio was 4.5 to 1 as of September 30, 2022. For the nine months ended September 30, 2022, the Company made its quarterly principal amortization payments totaling $38.0 million applicable to the term loan A and term loan B. As of September 30, 2022, the Company was in compliance with its financial covenants. Uncommitted Overdraft Facility The Company was party to an uncommitted overdraft facility with Deutsche Bank AG that provided overdraft protection in several currencies, up to a maximum amount of €10.0 million ($9.8 million as of September 30, 2022). Interest is calculated on debit balances at a rate of 3.5% per annum plus a relevant benchmark, due and payable at the end of each quarter. There were no amounts outstanding under the uncommitted overdraft facility as of September 30, 2022 and December 31, 2021, respectively. In October 2022, the uncommitted overdraft facility was terminated.

DERIVATIVE INSTRUMENTS

DERIVATIVE INSTRUMENTS	9 Months Ended
	Sep. 30, 2022
DERIVATIVE INSTRUMENTS
DERIVATIVE INSTRUMENTS.	11. DERIVATIVE INSTRUMENTS The Company uses derivatives to manage risks associated with certain assets and liabilities arising from the potential adverse impact of fluctuations in foreign currency exchange rates. Certain derivatives used to manage the Company’s exposure to foreign currency exchange rate movements are not designated as hedges and do not qualify for hedge accounting. The Company generally hedges foreign currency exchange rate risks for periods of 12 months or less. The fair value of the Company’s derivative instruments as of September 30, 2022 was $4.6 million included in other current assets and $1.3 million included in other current liabilities in the Company’s unaudited condensed consolidated balance sheets. The fair value of the Company’s derivative instruments as of December 31, 2021 was $2.5 million included in other current assets and $0.5 million included in other current liabilities in the Company’s unaudited condensed consolidated balance sheets.

SHARE-BASED PAYMENTS

SHARE-BASED PAYMENTS	9 Months Ended
	Sep. 30, 2022
SHARE-BASED PAYMENTS
SHARE-BASED PAYMENTS	12. SHARE-BASED PAYMENTS Stock Compensation Expense ​ During the nine months ended September 30, 2022, the Company awarded 814,545 service-based restricted stock units with a weighted average grant date fair value per share of $17.62 as determined on the date of grant. Service-based restricted stock unit awards typically vest ratably over a three-year period provided that the participant is employed by the Company on each such vesting date. The Company also awarded 88,033 performance-based restricted stock units with a weighted average grant date fair value per share of $24.19 as determined on the date of grant with pre-defined vesting criteria that permit a range from 0% to 150% to be earned. If the performance targets are met, the restrictions will lapse with respect to 33% of the award on February 15, 2023, an additional 33% of the award on February 15, 2024 and the final 34% of the award on February 15, 2025, provided that the participant is employed by the Company on each such vesting date. As of September 30, 2022, the Company believes the probable achievement is 0% and thus did not recognize stock compensation expense for these awards for the three and nine months ended September 30, 2022. ​ Stock-based compensation expense recognized in the Company’s unaudited condensed consolidated and combined statements of operations for the three and nine months ended September 30, 2022 and 2021 is as follows: ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Three Months Ended ​ Nine Months Ended ​ ​ September 30, ​ September 30, ​ 2022 2021 2022 2021 ​ ​ (in thousands) Cost of operations ​ $ 724 ​ $ 1,725 ​ $ 3,054 ​ $ 5,009 General and administrative ​ 615 ​ 418 ​ 2,194 ​ 1,313 Total ​ $ 1,339 ​ $ 2,143 ​ $ 5,248 ​ $ 6,322 ​

ACCUMULATED OTHER COMPREHENSIVE

ACCUMULATED OTHER COMPREHENSIVE INCOME (LOSS)	9 Months Ended
	Sep. 30, 2022
ACCUMULATED OTHER COMPREHENSIVE INCOME (LOSS)
ACCUMULATED OTHER COMPREHENSIVE INCOME (LOSS)	13. ACCUMULATED OTHER COMPREHENSIVE INCOME (LOSS) The changes in each component of accumulated other comprehensive income (loss), net of tax effects, are as follows: ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Net ​ Net Unrealized ​ Foreign ​ Accumulated ​ ​ Unrealized ​ Gains (Losses) ​ Currency ​ Other ​ ​ Gains (Losses) ​ on Cash ​ Translation ​ Comprehensive Three Months Ended September 30, 2022 on Securities Flow Hedges Adjustments (1) Loss ​ ​ (in thousands) Balance at July 1, 2022 ​ $ (29,091) ​ $ 1,506 ​ $ (114,479) ​ $ (142,064) Changes in other comprehensive income (loss) ​ (1,505) ​ (989) ​ (21,417) ​ (23,911) Balance at September 30, 2022 ​ $ (30,596) ​ $ 517 ​ $ (135,896) ​ $ (165,975) ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Net ​ Net Unrealized ​ Foreign ​ Accumulated ​ ​ Unrealized ​ Gains (Losses) ​ Currency ​ Other ​ ​ Gains (Losses) ​ on Cash ​ Translation ​ Comprehensive Three Months Ended September 30, 2021 on Securities Flow Hedges Adjustments (1) Loss ​ ​ (in thousands) Balance at July 1, 2021 ​ $ 10,484 ​ $ 72 ​ $ (36,127) ​ $ (25,571) Changes in other comprehensive income (loss) ​ (2,769) ​ 908 ​ (21,064) ​ (22,925) Balance at September 30, 2021 ​ $ 7,715 ​ $ 980 ​ $ (57,191) ​ $ (48,496) ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Net ​ Net Unrealized ​ Foreign ​ Accumulated ​ ​ Unrealized ​ Gains (Losses) ​ Currency ​ Other ​ ​ Gains (Losses) ​ on Cash ​ Translation ​ Comprehensive Nine Months Ended September 30, 2022 on Securities Flow Hedges Adjustments (1) Loss ​ ​ (in thousands) Balance at January 1, 2022 ​ $ 2,141 ​ $ 1,270 ​ $ (68,485) ​ $ (65,074) Changes in other comprehensive income (loss) ​ (32,737) ​ (753) ​ (67,411) ​ (100,901) Balance at September 30, 2022 ​ $ (30,596) ​ $ 517 ​ $ (135,896) ​ $ (165,975) ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Net ​ Net Unrealized ​ Foreign ​ Accumulated ​ ​ Unrealized ​ Gains (Losses) ​ Currency ​ Other ​ ​ Gains (Losses) ​ on Cash ​ Translation ​ Comprehensive Nine Months Ended September 30, 2021 on Securities Flow Hedges Adjustments (1) Loss ​ ​ (in thousands) Balance at January 1, 2021 ​ $ 18,267 ​ $ (700) ​ $ (17,186) ​ $ 381 Changes in other comprehensive income (loss) ​ (10,552) ​ 1,680 ​ (40,005) ​ (48,877) Balance at September 30, 2021 ​ $ 7,715 ​ $ 980 ​ $ (57,191) ​ $ (48,496) (1) Primarily related to the impact of changes in the Canadian dollar and Euro foreign currency exchange rates. Gains on cash flow hedges that were recorded to accumulated other comprehensive income (loss) during the term of the hedging relationship and reclassified into net income (loss) were $2.4 million and $1.8 million in the three and nine months ended September 30, 2022, respectively, and de minimis in the three and nine months ended September 30, 2021, respectively. Other reclassifications from accumulated other comprehensive income (loss) into net income (loss) for each of the periods presented were not material.

INCOME TAXES

INCOME TAXES	9 Months Ended
	Sep. 30, 2022
INCOME TAXES
INCOME TAXES	14. INCOME TAXES For the three months ended September 30, 2022 and 2021, the Company utilized an effective tax rate of 103.0% and 40.8%, respectively, to calculate its provision for income taxes. For the nine months ended September 30, 2022 and 2021, the Company utilized an effective tax rate of (6.6)% and 35.5%, respectively, to calculate its provision for income taxes. The change in the effective tax rate for the three months ended September 30, 2022 compared to the prior year period was primarily a result of increased U.S. corporate expenses for which a tax benefit cannot be currently realized. The change in the effective tax rate for the nine months ended September 30, 2022 compared to the prior year period was primarily a result of non-deductibility of the write-off of goodwill, increased U.S. corporate expenses, and the write-down of certain deferred tax assets. On August 16, 2022, the U.S. enacted the Inflation Reduction Act of 2022 (the “IRA”). The IRA contains a number of tax provisions, including, but not limited to, a new corporate alternative minimum tax, an excise tax on stock buybacks, and incentives for energy and climate initiatives. These provisions are effective for taxable years beginning after December 31, 2022. Currently, the Company does not qualify for the corporate alternative minimum tax.

FINANCIAL INSTRUMENTS AND FAIR

FINANCIAL INSTRUMENTS AND FAIR VALUE MEASUREMENTS	9 Months Ended
	Sep. 30, 2022
FINANCIAL INSTRUMENTS AND FAIR VALUE MEASUREMENTS
FINANCIAL INSTRUMENTS AND FAIR VALUE MEASUREMENTS	15. FINANCIAL INSTRUMENTS AND FAIR VALUE MEASUREMENTS In accordance with ASC 825, “Financial Instruments,” the Company is required to disclose the fair value of financial instruments for which it is practical to estimate fair value. To obtain fair values, observable market prices are used if available. In some instances, observable market prices are not readily available and fair value is determined using present value or other techniques appropriate for a particular financial instrument. These techniques involve judgment and as a result are not necessarily indicative of the amounts the Company would realize in a current market exchange. The use of different assumptions or estimation techniques may have a material effect on the estimated fair value amounts. Fair Value of Financial Instruments ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ September 30, 2022 ​ December 31, 2021 ​ ​ Carrying ​ Fair ​ Carrying ​ Fair ​ Amount Value Amount Value ​ ​ (in thousands) Financial assets ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Redemption settlement assets, restricted ​ $ 609,711 ​ $ 609,711 ​ $ 735,131 ​ $ 735,131 Other investments ​ 353 ​ 353 ​ 471 ​ 471 Derivative instruments ​ 4,639 ​ 4,639 ​ 2,465 ​ 2,465 ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Financial liabilities ​ ​ ​ ​ ​ ​ Derivative instruments ​ 1,287 ​ 1,287 ​ 487 ​ 487 Long-term debt ​ ​ 618,345 ​ ​ 359,993 ​ ​ 654,113 ​ ​ 654,113 ​ The following techniques and assumptions were used by the Company in estimating fair values of financial instruments as disclosed herein: Redemption settlement assets, restricted — Other investments Derivative instruments derivative. This analysis reflected the contractual terms of the derivatives, including the period to maturity, and used observable market-based inputs. Long-term debt Financial Assets and Financial Liabilities Fair Value Hierarchy ASC 820, “Fair Value Measurement,” establishes a three-tier fair value hierarchy, which prioritizes the inputs used in measuring fair value. These tiers include: ● Level 1, defined as observable inputs such as quoted prices in active markets; ● Level 2, defined as inputs other than quoted prices in active markets that are either directly or indirectly observable; and ● Level 3, defined as unobservable inputs where little or no market data exists, therefore requiring an entity to develop its own assumptions. Financial instruments are considered Level 3 when their values are determined using pricing models, discounted cash flow methodologies or similar techniques and at least one significant model assumption or input is unobservable. Level 3 financial instruments also include those for which the determination of fair value requires significant management judgment or estimation. The use of different techniques to determine fair value of these financial instruments could result in different estimates of fair value at the reporting date. The following tables provide information for the assets and liabilities carried at fair value measured on a recurring basis as of September 30, 2022 and December 31, 2021: ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Balance at ​ Fair Value Measurements at ​ ​ September 30, ​ September 30, 2022 Using ​ 2022 Level 1 Level 2 Level 3 ​ ​ (in thousands) Mutual funds (1) ​ $ 20,696 ​ $ 20,696 ​ $ — ​ $ — Corporate bonds (1) ​ ​ 548,145 ​ ​ — ​ ​ 548,145 ​ ​ — Marketable securities (2) ​ 353 ​ 353 ​ — ​ — Derivative instruments (3) ​ 4,639 ​ — ​ 4,639 ​ — Total assets measured at fair value ​ $ 573,833 ​ $ 21,049 ​ $ 552,784 ​ $ — ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Derivative instruments (3) ​ $ 1,287 ​ $ — ​ $ 1,287 ​ $ — Total liabilities measured at fair value ​ $ 1,287 ​ $ — ​ $ 1,287 ​ $ — ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Balance at ​ Fair Value Measurements at ​ ​ December 31, ​ December 31, 2021 Using ​ 2021 Level 1 Level 2 Level 3 ​ ​ (in thousands) Mutual funds (1) ​ $ 25,990 ​ $ 25,990 ​ $ — ​ $ — Corporate bonds (1) ​ ​ 650,389 ​ ​ — ​ ​ 650,389 ​ ​ — Marketable securities (2) ​ 471 ​ 471 ​ — ​ — Derivative instruments (3) ​ 2,465 ​ — ​ 2,465 ​ — Total assets measured at fair value ​ $ 679,315 ​ $ 26,461 ​ $ 652,854 ​ $ — ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Derivative instruments (3) ​ $ 487 ​ $ — ​ $ 487 ​ $ — Total liabilities measured at fair value ​ $ 487 ​ $ — ​ $ 487 ​ $ — (1) Amounts are included in redemption settlement assets, restricted in the unaudited condensed consolidated balance sheets. (2) Amounts are included in other current assets in the unaudited condensed consolidated balance sheets. (3) Amounts are included in other current assets and other current liabilities in the unaudited condensed consolidated balance sheets . Financial Instruments Disclosed but Not Carried at Fair Value The following table provides assets and liabilities disclosed but not carried at fair value as of September 30, 2022 and December 31, 2021: ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Balance at ​ Fair Value Measurements at ​ ​ September 30, ​ September 30, 2022 Using ​ 2022 Level 1 Level 2 Level 3 ​ ​ (in thousands) Long-term debt ​ $ 359,993 ​ $ — ​ $ 359,993 ​ $ — Total liabilities measured at fair value ​ $ 359,993 ​ $ — ​ $ 359,993 ​ $ — ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Balance at ​ Fair Value Measurements at ​ ​ December 31, ​ December 31, 2021 Using ​ 2021 Level 1 Level 2 Level 3 ​ ​ (in thousands) Long-term debt ​ $ 654,113 ​ $ — ​ $ 654,113 ​ $ — Total liabilities measured at fair value ​ $ 654,113 ​ $ — ​ $ 654,113 ​ $ — ​ Assets and Liabilities Measured at Fair Value on a Nonrecurring Basis Certain assets and liabilities are recognized or disclosed at fair value on a nonrecurring basis, including property and equipment, right-of-use assets and goodwill. These assets are not measured at fair value on an ongoing basis but are subject to fair value adjustments in certain circumstances, including when there is evidence of impairment. For the three and nine months ended September 30, 2022, as part of restructuring and other charges, the Company recorded asset impairment charges of $0.4 million and $1.0 million, respectively, related to certain fixed assets and right-of-use assets as a result of subleases associated with certain leased office space. The fair value was determined utilizing discounted cash flow models over the estimated life of each asset. The principal assumptions used in the Company’s impairment analysis were forecasted future cash flows and a discount rate, which is considered Level 3 inputs. See Note 6, “Leases,” and Note 9, “Restructuring and Other Charges,” for more information. ​ For the nine months ended September 30, 2022, the Company recognized a goodwill impairment charge of $422.9 million in the BrandLoyalty segment. To determine the fair value of the reporting unit, the Company used both income- and market-based valuation techniques to determine the fair value of the reporting unit, as opposed to just an income approach, as it provided a better representation of fair value of the reporting unit. The income-based approach utilizes a discounted cash flow analysis based on management's estimates of forecasted cash flows, with those cash flows discounted to present value using rates commensurate with the risks associated with those cash flows. The valuation includes assumptions related to revenue growth and profit performance, capital expenditures, and the discount rate which are unobservable inputs. The market-based approach involves an analysis of market multiples of revenues and earnings to a group of comparable public companies and recent transactions, if any, involving comparable companies, with the unobservable input being the forecasted earnings of BrandLoyalty. The assumptions utilized in our quantitative analysis are unobservable inputs classified as Level 3 under the fair value hierarchy of ASC 820, “Fair Value Measurement.” See Note 7, “Intangible Assets and Goodwill,” for more information.

SEGMENT INFORMATION

SEGMENT INFORMATION	9 Months Ended
	Sep. 30, 2022
SEGMENT INFORMATION
SEGMENT INFORMATION	16. SEGMENT INFORMATION Operating segments are defined by ASC 280, “Segment Reporting,” as components of an enterprise about which separate financial information is available that is evaluated regularly by the chief operating decision maker in deciding how to allocate resources and in assessing performance. The operating segments are reviewed separately because each operating segment represents a strategic business unit that generally offers different products and services. ● The AIR MILES Reward Program is a full-service outsourced coalition loyalty program for its sponsors, who pay the AIR MILES Reward Program a fee per AIR MILES reward mile issued, in return for which it provides all marketing, customer service, rewards and redemption management. ● BrandLoyalty designs, implements, conducts and evaluates innovative and tailor-made loyalty programs for grocers and other high-frequency retailers worldwide. These loyalty programs are designed to generate immediate changes in consumer behavior and are offered through leading grocers across Europe and Asia, as well as around the world. ● Corporate and other consists of corporate overhead not allocated to either of the Company’s segments. Income taxes and equity in earnings (losses) from related party investments accounted for under the equity method are not included in the computation of segment operating profit for internal evaluation purposes. ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ AIR MILES ​ ​ Corporate/ ​ ​ ​ ​ Three Months Ended September 30, 2022 ​ Reward Program ​ BrandLoyalty ​ Other ​ Eliminations ​ Total ​ ​ (in thousands) Revenues ​ $ 67,387 ​ $ 95,024 ​ $ — ​ $ (42) ​ $ 162,369 ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Income (loss) before income taxes ​ $ 25,926 ​ $ (4,622) ​ $ (17,125) ​ $ — ​ $ 4,179 Interest (income) expense, net ​ (449) ​ (45) ​ 12,021 ​ ​ — ​ 11,527 Depreciation and amortization ​ 5,586 ​ 2,067 ​ 15 ​ ​ — ​ 7,668 Stock compensation expense ​ 195 ​ 529 ​ 615 ​ ​ — ​ 1,339 Strategic transaction costs ​ ​ 2 ​ ​ 292 ​ ​ 2,721 ​ ​ — ​ ​ 3,015 Restructuring and other charges ​ ​ 3,474 ​ ​ 1,881 ​ ​ — ​ ​ — ​ ​ 5,355 Adjusted EBITDA (1) ​ $ 34,734 ​ $ 102 ​ $ (1,753) ​ $ — ​ $ 33,083 ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ AIR MILES ​ ​ Corporate/ ​ ​ ​ ​ Three Months Ended September 30, 2021 ​ Reward Program ​ BrandLoyalty ​ Other ​ Eliminations ​ Total ​ ​ (in thousands) Revenues ​ $ 71,928 ​ $ 97,329 ​ $ — ​ $ — ​ $ 169,257 ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Income (loss) before income taxes ​ $ 33,889 ​ $ 6,524 ​ $ (4,018) ​ $ — ​ $ 36,395 Interest (income) expense, net ​ (206) ​ 70 ​ — ​ ​ — ​ (136) Depreciation and amortization ​ 6,018 ​ 3,080 ​ — ​ ​ — ​ 9,098 Stock compensation expense ​ 777 ​ 948 ​ 418 ​ ​ — ​ 2,143 Adjusted EBITDA (1) ​ $ 40,478 ​ $ 10,622 ​ $ (3,600) ​ $ — ​ $ 47,500 ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ AIR MILES ​ ​ Corporate/ ​ ​ ​ ​ Nine Months Ended September 30, 2022 ​ Reward Program ​ BrandLoyalty ​ Other ​ Eliminations ​ Total ​ ​ (in thousands) Revenues ​ $ 199,649 ​ $ 289,597 ​ $ — ​ $ (129) ​ $ 489,117 ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Income (loss) before income taxes ​ $ 68,274 ​ $ (435,052) ​ $ (46,763) ​ $ — ​ $ (413,541) Interest (income) expense, net ​ (833) ​ ​ (27) ​ ​ 30,833 ​ ​ — ​ 29,973 Depreciation and amortization ​ 19,066 ​ ​ 6,877 ​ ​ 23 ​ ​ — ​ 25,966 Stock compensation expense ​ 1,168 ​ ​ 1,886 ​ ​ 2,194 ​ ​ — ​ 5,248 Goodwill impairment ​ ​ — ​ ​ 422,922 ​ ​ — ​ ​ — ​ ​ 422,922 Strategic transaction costs ​ ​ 300 ​ ​ 1,401 ​ ​ 3,339 ​ ​ — ​ ​ 5,040 Restructuring and other charges ​ ​ 7,740 ​ ​ 1,881 ​ ​ — ​ ​ — ​ ​ 9,621 Adjusted EBITDA (1) ​ $ 95,715 ​ $ (112) ​ $ (10,374) ​ $ — ​ $ 85,229 ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ AIR MILES ​ ​ Corporate/ ​ ​ ​ ​ Nine Months Ended September 30, 2021 ​ Reward Program ​ BrandLoyalty ​ Other ​ Eliminations ​ Total ​ ​ (in thousands) Revenues ​ $ 214,123 ​ $ 282,593 ​ $ — ​ $ — ​ $ 496,716 ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Income (loss) before income taxes ​ $ 94,214 ​ $ 2,447 ​ $ (11,608) ​ $ — ​ $ 85,053 Interest (income) expense, net ​ (582) ​ 264 ​ — ​ ​ — ​ (318) Depreciation and amortization ​ 17,927 ​ 9,626 ​ — ​ ​ — ​ 27,553 Stock compensation expense ​ 2,126 ​ 2,883 ​ 1,313 ​ ​ — ​ 6,322 Adjusted EBITDA (1) ​ $ 113,685 ​ $ 15,220 ​ $ (10,295) ​ $ — ​ $ 118,610 (1) Adjusted EBITDA is presented in accordance with ASC 280 as it is the primary performance metric utilized to assess performance of the segments and to determine the allocation of resources. Adjusted EBITDA is a non-GAAP financial measure equal to net (loss) income, the most directly comparable financial measure based on GAAP, plus income from investment in unconsolidated subsidiary – related party, provision for income taxes, interest expense (income), net, depreciation and other amortization, amortization of purchased intangibles, and stock compensation expense. Adjusted EBITDA also excludes goodwill impairment, strategic transaction costs, and restructuring and other charges. Strategic transaction costs represent costs associated with the Separation, which were comprised of amounts associated with the Employee Matters Agreement and Tax Matters Agreement. Strategic transaction costs also include advisory services associated with modifying the Credit Agreement and the Company’s capital structure.

SUPPLEMENTAL CASH FLOW INFORMAT

SUPPLEMENTAL CASH FLOW INFORMATION	9 Months Ended
	Sep. 30, 2022
SUPPLEMENTAL CASH FLOW INFORMATION
SUPPLEMENTAL CASH FLOW INFORMATION	17. SUPPLEMENTAL CASH FLOW INFORMATION The following table provides a reconciliation of cash and cash equivalents to the total of the amounts reported in the unaudited condensed consolidated and combined statements of cash flows: ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ September 30, ​ September 30, ​ 2022 2021 ​ ​ (in thousands) Cash and cash equivalents ​ $ 73,307 ​ $ 198,865 Restricted cash included within other current assets (1) ​ 9,132 ​ 5,312 Restricted cash included within redemption settlement assets, restricted (2) ​ 40,870 ​ 58,196 Total cash, cash equivalents and restricted cash ​ $ 123,309 ​ $ 262,373 (1) Includes cash restricted for travel deposits within the AIR MILES Reward Program. (2) See Note 5, “Redemption Settlement Assets, Restricted,” for additional information regarding the nature of restrictions on redemption settlement assets.

RELATED PARTY TRANSACTIONS

RELATED PARTY TRANSACTIONS	9 Months Ended
	Sep. 30, 2022
RELATED PARTY TRANSACTIONS
RELATED PARTY TRANSACTIONS	18. RELATED PARTY TRANSACTIONS Prior to the Separation, transactions between the Company and its former Parent were considered to be effectively settled at the time the transaction was recorded. The net effect of the settlement of these intercompany transactions is reflected in the unaudited condensed combined statement of cash flow as a financing activity as net transfers to the former Parent for the nine months ended September 30, 2021. In January 2021, the Company paid cash dividends to the former Parent of $124.2 million, of which $4.2 million was withheld for taxes. The former Parent allocated $4.0 million and $11.6 million for the three and nine months ended September 30, 2021, respectively, of corporate overhead costs that directly or indirectly benefit the Company that is included in general and administrative expense within the Company’s unaudited condensed combined statements of operations. These assessments relate to information technology, finance, accounting, and tax services provided, as well as human resources, and other functional support. These allocations were determined based on management estimates on the number of employees and non-employee costs associated with the use of these functions by the Company and may not be indicative of the costs that the Company would otherwise incur on a standalone basis. In addition, the Company had an investment in unconsolidated subsidiary that was a consolidated subsidiary of the former Parent, which was sold to a subsidiary of the former Parent in August 2021. See Note 8, “Investment in Unconsolidated Subsidiary - Related Party,” for additional information. As part of the Separation, the Company entered into certain agreements with its former Parent, including a Transition Services Agreement, Employee Matters Agreement, and Tax Matters Agreement. For the three and nine months ended September 30, 2022, the Company incurred $0.6 million and $1.8 million, respectively, of expenses in connection with the Transition Services Agreement for various corporate, administrative and information technology services provided by its former Parent, which have been included in general and administrative expenses in the Company’s unaudited condensed consolidated statements of operations. Pursuant to the terms of the Employee Matters Agreement, the Company received a net cash payment of $1.6 million as final settlement of the estimated prorated bonus amounts established at the time of the Separation. Additionally, the Company has certain assets and liabilities associated with the Tax Matters Agreement. The Company has $20.3 million and $20.1 million of accounts receivable as of September 30, 2022 and December 31, 2021, respectively, accrued expenses of $75.8 million and $80.0 million as of September 30, 2022 and December 31, 2021, respectively, and $1.0 million of other liabilities as of September 30, 2022 and December 31, 2021 included in the Company’s consolidated balance sheets.

DESCRIPTION OF BUSINESS AND B_2

DESCRIPTION OF BUSINESS AND BASIS OF PRESENTATION (Policies)	9 Months Ended
	Sep. 30, 2022
DESCRIPTION OF BUSINESS AND BASIS OF PRESENTATION.
Description of the Business	Description of the Business On November 5, 2021, Bread Financial Holdings, Inc., previously named Alliance Data Systems Corporation (“former Parent”), completed the spinoff of its LoyaltyOne reportable segment (the “Separation”) into an independent, publicly traded company, Loyalty Ventures Inc. (the “Company” or “Loyalty Ventures”). Loyalty Ventures provides coalition and campaign-based loyalty solutions through the Canadian AIR MILES ®
Basis of Presentation	Basis of Presentation Prior to the Separation, the Company had operated as part of the former Parent and not as a standalone company. The unaudited condensed combined financial statements for the three and nine months ended September 30, 2021 have been derived from the former Parent’s historical accounting records and are presented on a “carve-out” basis. The unaudited condensed combined financial statements for the three and nine months ended September 30, 2021 also include allocations of certain general and administrative expenses from the former Parent that directly or indirectly benefited Loyalty Ventures. However, amounts recognized by the Company are not necessarily representative of the amounts that would have been reflected in the unaudited condensed combined financial statements had the Company operated independently. The former Parent’s third-party long-term debt and the related interest expense was not allocated for the three and nine months ended September 30, 2021 as the Company was not the legal obligor of such debt. The former Parent’s net investment represents its interest in the recorded net assets of the Company. All significant transactions between the Company and its former Parent have been included in the accompanying unaudited condensed combined financial statements. Transactions with the former Parent as contributions to the carve-out entity or distributions from the carve-out entity are reflected in the accompanying unaudited condensed consolidated and combined statements of equity (deficiency) as “Change in former Parent’s net investment.” The unaudited condensed consolidated financial statements for the three and nine months ended September 30, 2022 were based on the reported results of Loyalty Ventures as a standalone company and prepared on a consolidated basis. All significant intercompany accounts and transactions between the businesses comprising the Company have been eliminated in the accompanying unaudited condensed consolidated and combined financial statements. The Company’s unaudited condensed consolidated and combined financial statements and accompanying notes have been prepared in accordance with accounting principles generally accepted in the United States of America (“GAAP”). The preparation of financial statements in conformity with GAAP requires management to make estimates and assumptions that affect the reported amount of assets and liabilities and disclosure of contingent assets and liabilities at the date of the financial statements and the reported amounts of revenues and expenses during the reporting period. Actual results could differ from those estimates. The Company’s unaudited condensed consolidated and combined financial statements and accompanying notes are presented in U.S. Dollars (“USD”), the Company’s reporting currency. The unaudited condensed consolidated and combined financial statements included herein reflect all adjustments (consisting of normal, recurring adjustments) which are, in the opinion of management, necessary to state fairly the results for the interim periods presented. The results of operations for the interim periods presented are not necessarily indicative of the operating results to be expected for any subsequent interim period or for the fiscal year. Certain information and footnote disclosures normally included in financial statements prepared in accordance with GAAP have been condensed or omitted pursuant to such rules and regulations. However, the Company believes that the disclosures are adequate to make the information presented not misleading. These unaudited condensed consolidated and combined financial statements should be read in conjunction with the consolidated and combined financial statements and the notes thereto for the year ended December 31, 2021 included in the Company’s Annual Report on Form 10-K, filed with the Securities and Exchange Commission (“SEC”) on February 28, 2022.
Recently Issued Accounting Standards	Recently Issued Accounting Standards Not Yet Adopted In March 2020, the Financial Accounting Standards Board (“FASB”) issued Accounting Standards Update (“ASU”) 2020-04, “Facilitation of the Effects of Reference Rate Reform (Topic 848): Facilitation of the Effects of Reference Rate Reform on Financial Reporting.” ASU 2020-04 provides optional expedients and exceptions for applying GAAP to contracts, hedging relationships, and other transactions affected by reference rate reform if certain criteria are met. The amendments in ASU 2020-04 can be applied anytime between the first quarter of fiscal 2020 and the fourth quarter of fiscal 2022. ASU 2020-04 applies only to contracts and hedging relationships that reference the London Interbank Offered Rate (“LIBOR”) or another reference rate expected to be discontinued due to reference rate reform. The Company’s primary association with LIBOR is through interest rates applicable under its senior secured credit agreement (the “Credit Agreement”) that provides for the use of the Secured Overnight Financing Rate (SOFR) if LIBOR is no longer available. Accordingly, the impact of ASU 2020-04 on the Company’s consolidated financial statements and related disclosures is not expected to be material. In October 2021, the FASB issued ASU 2021-08, “Business Combinations (Topic 805): Accounting for Contract Assets and Contract Liabilities from Contracts with Customers,” which requires an acquirer in a business combination to recognize and measure contract assets and contract liabilities in accordance with Accounting Standards Codification (“ASC”) 606. ASU 2021-08 is effective for fiscal years beginning after December 15, 2022 and early adoption is permitted. The Company expects to adopt ASU 2021-08 in the first quarter of 2023 on a prospective basis. While the impact of these amendments is dependent on the nature of any future transactions, the Company does not expect ASU 2021-08 to have a significant impact on its consolidated financial statements and related disclosures. In September 2022, the FASB issued ASU 2022-04, “Liabilities —

REVENUE (Tables)

REVENUE (Tables)	9 Months Ended
	Sep. 30, 2022
REVENUE
Schedule of revenue disaggregation	​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ AIR MILES ​ ​ ​ ​ ​ ​ Three Months Ended September 30, 2022 ​ Reward Program ​ BrandLoyalty ​ Eliminations ​ Total ​ ​ (in thousands) Disaggregation of Revenue by Major Source: ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Coalition loyalty program ​ $ 63,971 ​ $ — ​ $ — ​ $ 63,971 Campaign-based loyalty programs ​ — ​ 93,413 ​ ​ — ​ 93,413 Other ​ 45 ​ 1,611 ​ ​ (42) ​ 1,614 Revenue from contracts with customers ​ $ 64,016 ​ $ 95,024 ​ $ (42) ​ $ 158,998 ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Investment income ​ 3,371 ​ — ​ ​ — ​ 3,371 Total ​ $ 67,387 ​ $ 95,024 ​ $ (42) ​ $ 162,369 ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ AIR MILES ​ ​ ​ ​ ​ Three Months Ended September 30, 2021 ​ Reward Program ​ BrandLoyalty ​ Eliminations ​ Total ​ ​ (in thousands) Disaggregation of Revenue by Major Source: ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Coalition loyalty program ​ $ 68,580 ​ $ — ​ $ — ​ $ 68,580 Campaign-based loyalty programs ​ — ​ 95,799 ​ ​ — ​ 95,799 Other ​ 10 ​ 1,530 ​ ​ — ​ 1,540 Revenue from contracts with customers ​ $ 68,590 ​ $ 97,329 ​ $ — ​ $ 165,919 ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Investment income ​ 3,338 ​ — ​ ​ — ​ 3,338 Total ​ $ 71,928 ​ $ 97,329 ​ $ — ​ $ 169,257 ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ AIR MILES ​ ​ ​ ​ ​ ​ Nine Months Ended September 30, 2022 ​ Reward Program ​ BrandLoyalty ​ Eliminations ​ Total ​ ​ (in thousands) Disaggregation of Revenue by Major Source: ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Coalition loyalty program ​ $ 189,533 ​ $ — ​ $ — ​ $ 189,533 Campaign-based loyalty programs ​ — ​ 284,943 ​ ​ — ​ 284,943 Other ​ 125 ​ 4,654 ​ ​ (129) ​ 4,650 Revenue from contracts with customers ​ $ 189,658 ​ $ 289,597 ​ $ (129) ​ $ 479,126 ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Investment income ​ 9,991 ​ — ​ ​ — ​ 9,991 Total ​ $ 199,649 ​ $ 289,597 ​ $ (129) ​ $ 489,117 ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ AIR MILES ​ ​ ​ ​ ​ Nine Months Ended September 30, 2021 ​ Reward Program ​ BrandLoyalty ​ Eliminations ​ Total ​ ​ (in thousands) Disaggregation of Revenue by Major Source: ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Coalition loyalty program ​ $ 203,870 ​ $ — ​ $ — ​ $ 203,870 Campaign-based loyalty programs ​ — ​ 278,726 ​ ​ — ​ 278,726 Other ​ 12 ​ 3,867 ​ ​ — ​ 3,879 Revenue from contracts with customers ​ $ 203,882 ​ $ 282,593 ​ $ — ​ $ 486,475 ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Investment income ​ 10,241 ​ — ​ ​ — ​ 10,241 Total ​ $ 214,123 ​ $ 282,593 ​ $ — ​ $ 496,716 ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ AIR MILES ​ ​ ​ ​ ​ ​ Three Months Ended September 30, 2022 ​ Reward Program ​ BrandLoyalty ​ Eliminations ​ Total ​ ​ (in thousands) Disaggregation of Revenue by Geographic Region: ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ United States ​ $ — ​ $ — ​ $ — ​ $ — Canada ​ 67,387 ​ 4,742 ​ ​ (42) ​ 72,087 Europe, Middle East and Africa ​ — ​ 77,465 ​ ​ — ​ 77,465 Asia Pacific ​ — ​ 7,061 ​ ​ — ​ 7,061 Other ​ — ​ 5,756 ​ ​ — ​ 5,756 Total ​ $ 67,387 ​ $ 95,024 ​ $ (42) ​ $ 162,369 ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ AIR MILES ​ ​ ​ ​ ​ ​ Three Months Ended September 30, 2021 ​ Reward Program ​ BrandLoyalty ​ Eliminations ​ Total ​ ​ (in thousands) Disaggregation of Revenue by Geographic Region: ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ United States ​ $ — ​ $ 95 ​ $ — ​ $ 95 Canada ​ 71,928 ​ 3,894 ​ ​ — ​ 75,822 Europe, Middle East and Africa ​ — ​ 68,168 ​ ​ — ​ 68,168 Asia Pacific ​ — ​ 22,967 ​ ​ — ​ 22,967 Other ​ — ​ 2,205 ​ ​ — ​ 2,205 Total ​ $ 71,928 ​ $ 97,329 ​ $ — ​ $ 169,257 ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ AIR MILES ​ ​ ​ ​ ​ ​ Nine Months Ended September 30, 2022 ​ Reward Program ​ BrandLoyalty ​ Eliminations ​ Total ​ ​ (in thousands) Disaggregation of Revenue by Geographic Region: ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ United States ​ $ — ​ $ — ​ $ — ​ $ — Canada ​ 199,649 ​ 12,426 ​ ​ (129) ​ 211,946 Europe, Middle East and Africa ​ — ​ 220,658 ​ ​ — ​ 220,658 Asia Pacific ​ — ​ 45,367 ​ ​ — ​ 45,367 Other ​ — ​ 11,146 ​ ​ — ​ 11,146 Total ​ $ 199,649 ​ $ 289,597 ​ $ (129) ​ $ 489,117 ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ AIR MILES ​ ​ ​ ​ ​ ​ Nine Months Ended September 30, 2021 ​ Reward Program ​ BrandLoyalty ​ Eliminations ​ Total ​ ​ (in thousands) Disaggregation of Revenue by Geographic Region: ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ United States ​ $ — ​ $ 2,637 ​ $ — ​ $ 2,637 Canada ​ 214,123 ​ 15,163 ​ ​ — ​ 229,286 Europe, Middle East and Africa ​ — ​ 200,022 ​ ​ — ​ 200,022 Asia Pacific ​ — ​ 57,690 ​ ​ — ​ 57,690 Other ​ — ​ 7,081 ​ ​ — ​ 7,081 Total ​ $ 214,123 ​ $ 282,593 ​ $ — ​ $ 496,716
Schedule of reconciliation of contract liabilities	​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Deferred Revenue ​ Service Redemption Total ​ ​ (in thousands) Balance at January 1, 2022 ​ $ 230,492 ​ $ 791,464 ​ $ 1,021,956 Cash proceeds ​ 131,316 ​ ​ 202,961 ​ 334,277 Revenue recognized (1) ​ (138,858) ​ ​ (254,938) ​ (393,796) Other ​ — ​ ​ 423 ​ 423 Effects of foreign currency translation ​ (19,321) ​ ​ (64,538) ​ (83,859) Balance at September 30, 2022 ​ $ 203,629 ​ $ 675,372 ​ $ 879,001 Amounts recognized in the consolidated balance sheets: ​ ​ ​ Deferred revenue (current) ​ $ 115,836 ​ $ 675,372 ​ $ 791,208 Deferred revenue (non-current) ​ $ 87,793 ​ $ — ​ $ 87,793 (1) Reported on a gross basis herein.

EARNINGS PER SHARE (Tables)

EARNINGS PER SHARE (Tables)	9 Months Ended
	Sep. 30, 2022
EARNINGS PER SHARE
Schedule of computation of basic and diluted earning per share of common stock	​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Three Months Ended ​ Nine Months Ended ​ ​ September 30, ​ September 30, ​ 2022 2021 2022 2021 ​ ​ (in thousands, except per share amounts) Numerator: ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Net (loss) income ​ $ (125) ​ $ 23,961 ​ $ (441,007) ​ $ 57,504 ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Denominator: ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Weighted average shares, basic ​ ​ 24,612 ​ ​ 24,585 ​ ​ 24,607 ​ ​ 24,585 Weighted average effect of dilutive securities: ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Net effect of dilutive unvested restricted stock (1) ​ ​ — ​ ​ — ​ ​ — ​ ​ — Denominator for diluted calculation ​ ​ 24,612 ​ ​ 24,585 ​ ​ 24,607 ​ ​ 24,585 ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Basic net (loss) income per share: ​ $ (0.01) ​ $ 0.97 ​ $ (17.92) ​ $ 2.34 Diluted net (loss) income per share: ​ $ (0.01) ​ $ 0.97 ​ $ (17.92) ​ $ 2.34 (1) The dilutive calculation excludes 0.9 million and 0.6 million restricted stock units for the three and nine months ended September 30, 2022, respectively, as they were anti-dilutive for the respective periods. For the three and nine months ended September 30, 2021, there are no dilutive equity instruments as there were no equity awards of Loyalty Ventures outstanding prior to the Separation.

REDEMPTION SETTLEMENT ASSETS,_2

REDEMPTION SETTLEMENT ASSETS, RESTRICTED (Tables)	9 Months Ended
	Sep. 30, 2022
REDEMPTION SETTLEMENT ASSETS, RESTRICTED.
Schedule of redemption settlement assets	​ ​ ​ ​ ​ ​ ​ ​ ​ ​ September 30, ​ December 31, ​ ​ 2022 ​ 2021 ​ Fair Value Fair Value ​ ​ (in thousands) Restricted cash ​ $ 40,870 ​ $ 58,752 Mutual funds ​ 20,696 ​ 25,990 Corporate bonds ​ 548,145 ​ 650,389 Total ​ $ 609,711 ​ $ 735,131
Schedule of amortized cost, unrealized gains and losses, and fair value of securities available-for-sale	​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ September 30, 2022 ​ December 31, 2021 ​ ​ Amortized ​ Unrealized ​ Unrealized ​ ​ ​ ​ Amortized ​ Unrealized ​ Unrealized ​ ​ ​ ​ Cost Gains Losses Fair Value Cost Gains Losses Fair Value ​ ​ (in thousands) Corporate bonds ​ $ 578,741 ​ $ — ​ $ (30,596) ​ $ 548,145 ​ $ 648,248 ​ $ 6,389 ​ $ (4,248) ​ $ 650,389 Total ​ $ 578,741 ​ $ — ​ $ (30,596) ​ $ 548,145 ​ $ 648,248 ​ $ 6,389 ​ $ (4,248) ​ $ 650,389
Schedule of unrealized loss position and fair value of debt securities available for sale	​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ September 30, 2022 ​ ​ Less than 12 months ​ 12 Months or Greater ​ Total ​ ​ ​ ​ ​ Unrealized ​ ​ ​ ​ Unrealized ​ ​ ​ ​ Unrealized ​ ​ Fair Value ​ Losses ​ Fair Value ​ Losses ​ Fair Value ​ Losses ​ ​ (in thousands) Corporate bonds $ 369,156 ​ $ (13,710) ​ $ 178,989 ​ $ (16,886) ​ $ 548,145 ​ $ (30,596) Total ​ $ 369,156 ​ $ (13,710) ​ $ 178,989 ​ $ (16,886) ​ $ 548,145 ​ $ (30,596) ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ December 31, 2021 ​ ​ Less than 12 months ​ 12 Months or Greater ​ Total ​ ​ ​ ​ ​ Unrealized ​ ​ ​ ​ Unrealized ​ ​ ​ ​ Unrealized ​ ​ Fair Value ​ Losses ​ Fair Value ​ Losses ​ Fair Value ​ Losses ​ ​ (in thousands) Corporate bonds $ 104,052 ​ $ (1,341) ​ $ 123,382 ​ $ (2,907) $ 227,434 $ (4,248) Total ​ $ 104,052 ​ $ (1,341) ​ $ 123,382 ​ $ (2,907) ​ $ 227,434 ​ $ (4,248)
Schedule of contractual maturity of debt securities available for sale	​ ​ ​ ​ ​ ​ ​ ​ ​ Amortized Estimated ​ ​ Cost ​ Fair Value ​ ​ (in thousands) Due in one year or less ​ $ 122,736 ​ $ 121,720 Due after one year through five years ​ 456,005 ​ 426,425 Total ​ $ 578,741 ​ $ 548,145

LEASES (Tables)

LEASES (Tables)	9 Months Ended
	Sep. 30, 2022
LEASES
Schedule of components of lease expense	​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Three Months Ended ​ Nine Months Ended ​ ​ September 30, ​ September 30, ​ 2022 2021 2022 2021 ​ ​ (in thousands) Operating lease cost ​ $ 3,450 ​ $ 3,923 ​ $ 10,814 ​ $ 11,929 Short-term lease cost ​ 99 ​ 84 ​ 243 ​ 255 Variable lease cost ​ 1,070 ​ 922 ​ 2,859 ​ 3,134 Total ​ $ 4,619 ​ $ 4,929 ​ $ 13,916 ​ $ 15,318
Schedule of weighted average remaining lease term and discount rate	​ ​ ​ ​ ​ ​ ​ ​ ​ September 30, ​ September 30, ​ 2022 2021 Weighted-average remaining lease term (in years): ​ Operating leases 10.0 10.9 ​ Weighted-average discount rate: ​ ​ Operating leases 4.7 % 4.7 %
Schedule of supplemental cashflow information	​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Three Months Ended ​ Nine Months Ended ​ ​ September 30, ​ September 30, ​ 2022 2021 2022 2021 ​ ​ (in thousands) Cash paid for amounts included in the measurement of lease liabilities: ​ ​ ​ ​ ​ Operating cash flows from operating leases ​ $ 4,294 ​ $ 4,062 ​ $ 12,068 ​ $ 13,871 Right-of-use assets obtained in exchange for lease obligations: ​ ​ ​ ​ Operating leases ​ $ 1,434 ​ $ 16 ​ $ 4,171 ​ $ 200
Schedule of maturities of the lease liabilities	​ ​ ​ ​ ​ ​ ​ Operating Year Leases ​ ​ (in thousands) 2022 (excluding the nine months ended September 30, 2022) ​ $ 2,168 2023 ​ 13,560 2024 ​ 12,674 2025 ​ 12,081 2026 ​ 11,538 Thereafter ​ 70,411 Total undiscounted lease liabilities ​ 122,432 Less: Amount representing interest ​ (25,956) Total present value of minimum lease payments ​ $ 96,476 ​ ​ ​ ​ Amounts recognized in the September 30, 2022 consolidated balance sheet: ​ Current operating lease liabilities ​ $ 8,086 Long-term operating lease liabilities ​ 88,390 Total ​ $ 96,476

INTANGIBLE ASSETS AND GOODWILL

INTANGIBLE ASSETS AND GOODWILL (Tables)	9 Months Ended
	Sep. 30, 2022
INTANGIBLE ASSETS AND GOODWILL
Schedule of Intangible assets	​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ September 30, 2022 ​ ​ ​ Gross ​ Accumulated ​ ​ ​ ​ ​ Assets Amortization Net Amortization Life and Method ​ ​ (in thousands) ​ Tradenames $ 8,233 ​ $ (6,320) ​ $ 1,913 8‑15 years—straight line Total intangible assets ​ $ 8,233 ​ $ (6,320) ​ $ 1,913 ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ December 31, 2021 ​ ​ ​ Gross ​ Accumulated ​ ​ ​ ​ ​ Assets Amortization Net Amortization Life and Method ​ ​ (in thousands) ​ Tradenames ​ $ 32,289 ​ $ (29,194) ​ $ 3,095 ​ 8‑15 years—straight line Collector database ​ ​ 55,397 ​ (55,397) ​ ​ — ​ 5 years—straight line Total intangible assets $ 87,686 ​ $ (84,591) ​ $ 3,095 ​ ​
Schedule of estimated amortization expense related to intangible assets	​ ​ ​ ​ ​ ​ ​ For the Years Ending ​ December 31, ​ ​ (in thousands) 2022 (excluding the nine months ended September 30, 2022) ​ $ 252 2023 ​ 1,006 2024 ​ 516 2025 ​ 26 2026 ​ 26 Thereafter ​ 87
Schedule of changes in the carrying amount of goodwill	​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ AIR MILES ​ ​ ​ ​ ​ ​ ​ Reward Program BrandLoyalty (1) Total ​ (in thousands) Balance at January 1, 2022 ​ $ 194,767 ​ $ 455,191 ​ $ 649,958 Impairment ​ ​ — ​ ​ (422,922) ​ ​ (422,922) Effects of foreign currency translation ​ (16,789) ​ ​ (32,269) ​ (49,058) Balance at September 30, 2022 ​ $ 177,978 ​ $ — ​ $ 177,978 (1) The amount of goodwill as of January 1, 2022 is net of an accumulated goodwill impairment charge of $50.0 million within the BrandLoyalty segment incurred as of December 31, 2021. As of June 30, 2022, the Company recorded a goodwill impairment charge of $422.9 million within the BrandLoyalty segment. The goodwill as of September 30, 2022 is net of accumulated goodwill impairment charges of $472.9 million within the BrandLoyalty segment.

RESTRUCTURING AND OTHER CHARG_2

RESTRUCTURING AND OTHER CHARGES (Tables)	9 Months Ended
	Sep. 30, 2022
RESTRUCTURING AND OTHER CHARGES
Summary of restructuring and other charges incurred by reportable segment	​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Termination ​ Asset ​ Other ​ ​ ​ Three Months Ended September 30, 2022 Benefits Impairments Exit Costs Total ​ ​ (in thousands) AIR MILES Reward Program ​ $ 2,934 ​ $ 432 ​ $ 108 ​ $ 3,474 BrandLoyalty ​ 1,881 ​ — ​ — ​ 1,881 Total ​ $ 4,815 ​ $ 432 ​ $ 108 ​ $ 5,355 ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Termination ​ Asset ​ Other ​ ​ ​ Nine Months Ended September 30, 2022 Benefits Impairments Exit Costs Total ​ ​ (in thousands) AIR MILES Reward Program ​ $ 5,291 ​ $ 969 ​ $ 1,480 ​ $ 7,740 BrandLoyalty ​ 1,881 ​ — ​ — ​ 1,881 Total ​ $ 7,172 ​ $ 969 ​ $ 1,480 ​ $ 9,621
Summary of restructuring and other charges recognized in accrued expenses	​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Termination ​ Asset ​ Other ​ ​ ​ ​ Benefits Impairments Exit Costs Total ​ ​ (in thousands) Liability as of January 1, 2022 ​ $ — ​ $ — ​ $ — ​ $ — Charged to expense ​ 7,172 ​ 969 ​ 1,480 ​ 9,621 Adjustments for non-cash charges ​ — ​ (969) ​ — ​ (969) Cash payments ​ (1,471) ​ — ​ (1,465) ​ (2,936) Effects of foreign currency translation ​ ​ (165) ​ ​ — ​ ​ (15) ​ ​ (180) Liability as of September 30, 2022 ​ $ 5,536 ​ $ — ​ $ — ​ $ 5,536

DEBT (Tables)

DEBT (Tables)	9 Months Ended
	Sep. 30, 2022
DEBT
Schedule of debt	​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ September 30, ​ December 31, ​ Description 2022 2021 Maturity ​ ​ (in thousands) ​ Revolving credit facility (1) ​ $ — ​ $ — ​ November 2026 Term loan A ​ 165,156 ​ 175,000 ​ November 2026 Term loan B ​ 471,875 ​ 500,000 ​ November 2027 Total long-term debt ​ $ 637,031 ​ $ 675,000 ​ ​ Less: unamortized debt issuance costs ​ ​ 18,686 ​ ​ 20,887 ​ ​ Less: current portion ​ ​ 50,625 ​ ​ 50,625 ​ ​ Long-term portion ​ $ 567,720 ​ $ 603,488 ​ ​ (1) As of September 30, 2022, availability under the revolving credit facility was $138.2 million as a result of $11.8 million in letters of credit outstanding under the Credit Agreement. As of December 31, 2021, availability under the revolving credit facility was $137.5 million as a result of $12.5 million in letters of credit outstanding under the Credit Agreement.
Schedule of leverage ratio	​ ​ ​ Four Fiscal Quarters Ending Maximum Consolidated Total Leverage Ratio December 31, 2021 through June 30, 2022 5.00:1.00 September 30, 2022 through September 30, 2023 5.75:1.00 December 31, 2023 5.50:1.00 March 31, 2024 through September 30, 2024 5.25:1.00 December 31, 2024 through March 31, 2025 5.00:1.00 June 30, 2025 and each fiscal quarter thereafter 4.75:1.00

SHARE-BASED PAYMENTS (Tables)

SHARE-BASED PAYMENTS (Tables)	9 Months Ended
	Sep. 30, 2022
SHARE-BASED PAYMENTS
Schedule of stock-based compensation expense recognized in statements of income	​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Three Months Ended ​ Nine Months Ended ​ ​ September 30, ​ September 30, ​ 2022 2021 2022 2021 ​ ​ (in thousands) Cost of operations ​ $ 724 ​ $ 1,725 ​ $ 3,054 ​ $ 5,009 General and administrative ​ 615 ​ 418 ​ 2,194 ​ 1,313 Total ​ $ 1,339 ​ $ 2,143 ​ $ 5,248 ​ $ 6,322

ACCUMULATED OTHER COMPREHENSI_2

ACCUMULATED OTHER COMPREHENSIVE INCOME (LOSS) (Tables)	9 Months Ended
	Sep. 30, 2022
ACCUMULATED OTHER COMPREHENSIVE INCOME (LOSS)
Schedule of changes in components of accumulated other comprehensive income (loss)	​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Net ​ Net Unrealized ​ Foreign ​ Accumulated ​ ​ Unrealized ​ Gains (Losses) ​ Currency ​ Other ​ ​ Gains (Losses) ​ on Cash ​ Translation ​ Comprehensive Three Months Ended September 30, 2022 on Securities Flow Hedges Adjustments (1) Loss ​ ​ (in thousands) Balance at July 1, 2022 ​ $ (29,091) ​ $ 1,506 ​ $ (114,479) ​ $ (142,064) Changes in other comprehensive income (loss) ​ (1,505) ​ (989) ​ (21,417) ​ (23,911) Balance at September 30, 2022 ​ $ (30,596) ​ $ 517 ​ $ (135,896) ​ $ (165,975) ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Net ​ Net Unrealized ​ Foreign ​ Accumulated ​ ​ Unrealized ​ Gains (Losses) ​ Currency ​ Other ​ ​ Gains (Losses) ​ on Cash ​ Translation ​ Comprehensive Three Months Ended September 30, 2021 on Securities Flow Hedges Adjustments (1) Loss ​ ​ (in thousands) Balance at July 1, 2021 ​ $ 10,484 ​ $ 72 ​ $ (36,127) ​ $ (25,571) Changes in other comprehensive income (loss) ​ (2,769) ​ 908 ​ (21,064) ​ (22,925) Balance at September 30, 2021 ​ $ 7,715 ​ $ 980 ​ $ (57,191) ​ $ (48,496) ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Net ​ Net Unrealized ​ Foreign ​ Accumulated ​ ​ Unrealized ​ Gains (Losses) ​ Currency ​ Other ​ ​ Gains (Losses) ​ on Cash ​ Translation ​ Comprehensive Nine Months Ended September 30, 2022 on Securities Flow Hedges Adjustments (1) Loss ​ ​ (in thousands) Balance at January 1, 2022 ​ $ 2,141 ​ $ 1,270 ​ $ (68,485) ​ $ (65,074) Changes in other comprehensive income (loss) ​ (32,737) ​ (753) ​ (67,411) ​ (100,901) Balance at September 30, 2022 ​ $ (30,596) ​ $ 517 ​ $ (135,896) ​ $ (165,975) ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Net ​ Net Unrealized ​ Foreign ​ Accumulated ​ ​ Unrealized ​ Gains (Losses) ​ Currency ​ Other ​ ​ Gains (Losses) ​ on Cash ​ Translation ​ Comprehensive Nine Months Ended September 30, 2021 on Securities Flow Hedges Adjustments (1) Loss ​ ​ (in thousands) Balance at January 1, 2021 ​ $ 18,267 ​ $ (700) ​ $ (17,186) ​ $ 381 Changes in other comprehensive income (loss) ​ (10,552) ​ 1,680 ​ (40,005) ​ (48,877) Balance at September 30, 2021 ​ $ 7,715 ​ $ 980 ​ $ (57,191) ​ $ (48,496) (1) Primarily related to the impact of changes in the Canadian dollar and Euro foreign currency exchange rates.

FINANCIAL INSTRUMENTS AND FAI_2

FINANCIAL INSTRUMENTS AND FAIR VALUE MEASUREMENTS (Tables)	9 Months Ended
	Sep. 30, 2022
FINANCIAL INSTRUMENTS AND FAIR VALUE MEASUREMENTS
Schedule of estimated fair value of Company's financial instruments	​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ September 30, 2022 ​ December 31, 2021 ​ ​ Carrying ​ Fair ​ Carrying ​ Fair ​ Amount Value Amount Value ​ ​ (in thousands) Financial assets ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Redemption settlement assets, restricted ​ $ 609,711 ​ $ 609,711 ​ $ 735,131 ​ $ 735,131 Other investments ​ 353 ​ 353 ​ 471 ​ 471 Derivative instruments ​ 4,639 ​ 4,639 ​ 2,465 ​ 2,465 ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Financial liabilities ​ ​ ​ ​ ​ ​ Derivative instruments ​ 1,287 ​ 1,287 ​ 487 ​ 487 Long-term debt ​ ​ 618,345 ​ ​ 359,993 ​ ​ 654,113 ​ ​ 654,113
Schedule of assets and liabilities carried at fair value measured on recurring basis	​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Balance at ​ Fair Value Measurements at ​ ​ September 30, ​ September 30, 2022 Using ​ 2022 Level 1 Level 2 Level 3 ​ ​ (in thousands) Mutual funds (1) ​ $ 20,696 ​ $ 20,696 ​ $ — ​ $ — Corporate bonds (1) ​ ​ 548,145 ​ ​ — ​ ​ 548,145 ​ ​ — Marketable securities (2) ​ 353 ​ 353 ​ — ​ — Derivative instruments (3) ​ 4,639 ​ — ​ 4,639 ​ — Total assets measured at fair value ​ $ 573,833 ​ $ 21,049 ​ $ 552,784 ​ $ — ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Derivative instruments (3) ​ $ 1,287 ​ $ — ​ $ 1,287 ​ $ — Total liabilities measured at fair value ​ $ 1,287 ​ $ — ​ $ 1,287 ​ $ — ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Balance at ​ Fair Value Measurements at ​ ​ December 31, ​ December 31, 2021 Using ​ 2021 Level 1 Level 2 Level 3 ​ ​ (in thousands) Mutual funds (1) ​ $ 25,990 ​ $ 25,990 ​ $ — ​ $ — Corporate bonds (1) ​ ​ 650,389 ​ ​ — ​ ​ 650,389 ​ ​ — Marketable securities (2) ​ 471 ​ 471 ​ — ​ — Derivative instruments (3) ​ 2,465 ​ — ​ 2,465 ​ — Total assets measured at fair value ​ $ 679,315 ​ $ 26,461 ​ $ 652,854 ​ $ — ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Derivative instruments (3) ​ $ 487 ​ $ — ​ $ 487 ​ $ — Total liabilities measured at fair value ​ $ 487 ​ $ — ​ $ 487 ​ $ — (1) Amounts are included in redemption settlement assets, restricted in the unaudited condensed consolidated balance sheets. (2) Amounts are included in other current assets in the unaudited condensed consolidated balance sheets. (3) Amounts are included in other current assets and other current liabilities in the unaudited condensed consolidated balance sheets .
Schedule of assets and liabilities disclosed but not carried at fair value	​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Balance at ​ Fair Value Measurements at ​ ​ September 30, ​ September 30, 2022 Using ​ 2022 Level 1 Level 2 Level 3 ​ ​ (in thousands) Long-term debt ​ $ 359,993 ​ $ — ​ $ 359,993 ​ $ — Total liabilities measured at fair value ​ $ 359,993 ​ $ — ​ $ 359,993 ​ $ — ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Balance at ​ Fair Value Measurements at ​ ​ December 31, ​ December 31, 2021 Using ​ 2021 Level 1 Level 2 Level 3 ​ ​ (in thousands) Long-term debt ​ $ 654,113 ​ $ — ​ $ 654,113 ​ $ — Total liabilities measured at fair value ​ $ 654,113 ​ $ — ​ $ 654,113 ​ $ —

SEGMENT INFORMATION (Tables)

SEGMENT INFORMATION (Tables)	9 Months Ended
	Sep. 30, 2022
SEGMENT INFORMATION
Schedule of segment information	​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ AIR MILES ​ ​ Corporate/ ​ ​ ​ ​ Three Months Ended September 30, 2022 ​ Reward Program ​ BrandLoyalty ​ Other ​ Eliminations ​ Total ​ ​ (in thousands) Revenues ​ $ 67,387 ​ $ 95,024 ​ $ — ​ $ (42) ​ $ 162,369 ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Income (loss) before income taxes ​ $ 25,926 ​ $ (4,622) ​ $ (17,125) ​ $ — ​ $ 4,179 Interest (income) expense, net ​ (449) ​ (45) ​ 12,021 ​ ​ — ​ 11,527 Depreciation and amortization ​ 5,586 ​ 2,067 ​ 15 ​ ​ — ​ 7,668 Stock compensation expense ​ 195 ​ 529 ​ 615 ​ ​ — ​ 1,339 Strategic transaction costs ​ ​ 2 ​ ​ 292 ​ ​ 2,721 ​ ​ — ​ ​ 3,015 Restructuring and other charges ​ ​ 3,474 ​ ​ 1,881 ​ ​ — ​ ​ — ​ ​ 5,355 Adjusted EBITDA (1) ​ $ 34,734 ​ $ 102 ​ $ (1,753) ​ $ — ​ $ 33,083 ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ AIR MILES ​ ​ Corporate/ ​ ​ ​ ​ Three Months Ended September 30, 2021 ​ Reward Program ​ BrandLoyalty ​ Other ​ Eliminations ​ Total ​ ​ (in thousands) Revenues ​ $ 71,928 ​ $ 97,329 ​ $ — ​ $ — ​ $ 169,257 ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Income (loss) before income taxes ​ $ 33,889 ​ $ 6,524 ​ $ (4,018) ​ $ — ​ $ 36,395 Interest (income) expense, net ​ (206) ​ 70 ​ — ​ ​ — ​ (136) Depreciation and amortization ​ 6,018 ​ 3,080 ​ — ​ ​ — ​ 9,098 Stock compensation expense ​ 777 ​ 948 ​ 418 ​ ​ — ​ 2,143 Adjusted EBITDA (1) ​ $ 40,478 ​ $ 10,622 ​ $ (3,600) ​ $ — ​ $ 47,500 ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ AIR MILES ​ ​ Corporate/ ​ ​ ​ ​ Nine Months Ended September 30, 2022 ​ Reward Program ​ BrandLoyalty ​ Other ​ Eliminations ​ Total ​ ​ (in thousands) Revenues ​ $ 199,649 ​ $ 289,597 ​ $ — ​ $ (129) ​ $ 489,117 ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Income (loss) before income taxes ​ $ 68,274 ​ $ (435,052) ​ $ (46,763) ​ $ — ​ $ (413,541) Interest (income) expense, net ​ (833) ​ ​ (27) ​ ​ 30,833 ​ ​ — ​ 29,973 Depreciation and amortization ​ 19,066 ​ ​ 6,877 ​ ​ 23 ​ ​ — ​ 25,966 Stock compensation expense ​ 1,168 ​ ​ 1,886 ​ ​ 2,194 ​ ​ — ​ 5,248 Goodwill impairment ​ ​ — ​ ​ 422,922 ​ ​ — ​ ​ — ​ ​ 422,922 Strategic transaction costs ​ ​ 300 ​ ​ 1,401 ​ ​ 3,339 ​ ​ — ​ ​ 5,040 Restructuring and other charges ​ ​ 7,740 ​ ​ 1,881 ​ ​ — ​ ​ — ​ ​ 9,621 Adjusted EBITDA (1) ​ $ 95,715 ​ $ (112) ​ $ (10,374) ​ $ — ​ $ 85,229 ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ AIR MILES ​ ​ Corporate/ ​ ​ ​ ​ Nine Months Ended September 30, 2021 ​ Reward Program ​ BrandLoyalty ​ Other ​ Eliminations ​ Total ​ ​ (in thousands) Revenues ​ $ 214,123 ​ $ 282,593 ​ $ — ​ $ — ​ $ 496,716 ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Income (loss) before income taxes ​ $ 94,214 ​ $ 2,447 ​ $ (11,608) ​ $ — ​ $ 85,053 Interest (income) expense, net ​ (582) ​ 264 ​ — ​ ​ — ​ (318) Depreciation and amortization ​ 17,927 ​ 9,626 ​ — ​ ​ — ​ 27,553 Stock compensation expense ​ 2,126 ​ 2,883 ​ 1,313 ​ ​ — ​ 6,322 Adjusted EBITDA (1) ​ $ 113,685 ​ $ 15,220 ​ $ (10,295) ​ $ — ​ $ 118,610 (1) Adjusted EBITDA is presented in accordance with ASC 280 as it is the primary performance metric utilized to assess performance of the segments and to determine the allocation of resources. Adjusted EBITDA is a non-GAAP financial measure equal to net (loss) income, the most directly comparable financial measure based on GAAP, plus income from investment in unconsolidated subsidiary – related party, provision for income taxes, interest expense (income), net, depreciation and other amortization, amortization of purchased intangibles, and stock compensation expense. Adjusted EBITDA also excludes goodwill impairment, strategic transaction costs, and restructuring and other charges. Strategic transaction costs represent costs associated with the Separation, which were comprised of amounts associated with the Employee Matters Agreement and Tax Matters Agreement. Strategic transaction costs also include advisory services associated with modifying the Credit Agreement and the Company’s capital structure.

SUPPLEMENTAL CASH FLOW INFORM_2

SUPPLEMENTAL CASH FLOW INFORMATION (Tables)	9 Months Ended
	Sep. 30, 2022
SUPPLEMENTAL CASH FLOW INFORMATION
Schedule of reconciliation of cash and cash equivalents	​ ​ ​ ​ ​ ​ ​ ​ ​ ​ September 30, ​ September 30, ​ 2022 2021 ​ ​ (in thousands) Cash and cash equivalents ​ $ 73,307 ​ $ 198,865 Restricted cash included within other current assets (1) ​ 9,132 ​ 5,312 Restricted cash included within redemption settlement assets, restricted (2) ​ 40,870 ​ 58,196 Total cash, cash equivalents and restricted cash ​ $ 123,309 ​ $ 262,373 (1) Includes cash restricted for travel deposits within the AIR MILES Reward Program. (2) See Note 5, “Redemption Settlement Assets, Restricted,” for additional information regarding the nature of restrictions on redemption settlement assets.

REVENUE - Schedule of revenue d

REVENUE - Schedule of revenue disaggregation (Details) $ in Thousands	3 Months Ended		9 Months Ended
	Sep. 30, 2022 USD ($)	Sep. 30, 2021 USD ($)	Sep. 30, 2022 USD ($) segment	Sep. 30, 2021 USD ($)
Disaggregation of Revenue [Line Items]
Number of segments | segment			2
Revenue from contracts with customers	$ 158,998	$ 165,919	$ 479,126	$ 486,475
Investment income	3,371	3,338	9,991	10,241
Total	162,369	169,257	489,117	496,716
United States
Disaggregation of Revenue [Line Items]
Total		95		2,637
Canada
Disaggregation of Revenue [Line Items]
Total	72,087	75,822	211,946	229,286
Europe, Middle East and Africa
Disaggregation of Revenue [Line Items]
Total	77,465	68,168	220,658	200,022
Asia Pacific
Disaggregation of Revenue [Line Items]
Total	7,061	22,967	45,367	57,690
Other
Disaggregation of Revenue [Line Items]
Total	5,756	2,205	11,146	7,081
Brand Loyalty
Disaggregation of Revenue [Line Items]
Revenue from contracts with customers	95,024	97,329	289,597	282,593
Total	95,024	97,329	289,597	282,593
Brand Loyalty | United States
Disaggregation of Revenue [Line Items]
Total		95		2,637
Brand Loyalty | Canada
Disaggregation of Revenue [Line Items]
Total	4,742	3,894	12,426	15,163
Brand Loyalty | Europe, Middle East and Africa
Disaggregation of Revenue [Line Items]
Total	77,465	68,168	220,658	200,022
Brand Loyalty | Asia Pacific
Disaggregation of Revenue [Line Items]
Total	7,061	22,967	45,367	57,690
Brand Loyalty | Other
Disaggregation of Revenue [Line Items]
Total	5,756	2,205	11,146	7,081
AIR MILES Reward Program
Disaggregation of Revenue [Line Items]
Revenue from contracts with customers	64,016	68,590	189,658	203,882
Investment income	3,371	3,338	9,991	10,241
Total	67,387	71,928	199,649	214,123
AIR MILES Reward Program | Canada
Disaggregation of Revenue [Line Items]
Total	67,387	71,928	199,649	214,123
Operating segment | Brand Loyalty
Disaggregation of Revenue [Line Items]
Total	95,024	97,329	289,597	282,593
Operating segment | AIR MILES Reward Program
Disaggregation of Revenue [Line Items]
Total	67,387	71,928	199,649	214,123
Eliminations
Disaggregation of Revenue [Line Items]
Revenue from contracts with customers	(42)		(129)
Total	(42)		(129)
Eliminations | Canada
Disaggregation of Revenue [Line Items]
Total	(42)		(129)
Coalition loyalty program
Disaggregation of Revenue [Line Items]
Revenue from contracts with customers	63,971	68,580	189,533	203,870
Coalition loyalty program | AIR MILES Reward Program
Disaggregation of Revenue [Line Items]
Revenue from contracts with customers	63,971	68,580	189,533	203,870
Campaign-based loyalty programs
Disaggregation of Revenue [Line Items]
Revenue from contracts with customers	93,413	95,799	284,943	278,726
Campaign-based loyalty programs | Brand Loyalty
Disaggregation of Revenue [Line Items]
Revenue from contracts with customers	93,413	95,799	284,943	278,726
Other Revenue
Disaggregation of Revenue [Line Items]
Revenue from contracts with customers	1,614	1,540	4,650	3,879
Total	7,760	6,302	23,508	16,628
Other Revenue | Brand Loyalty
Disaggregation of Revenue [Line Items]
Revenue from contracts with customers	1,611	1,530	4,654	3,867
Other Revenue | AIR MILES Reward Program
Disaggregation of Revenue [Line Items]
Revenue from contracts with customers	45	$ 10	125	$ 12
Other Revenue | Eliminations
Disaggregation of Revenue [Line Items]
Revenue from contracts with customers	$ (42)		$ (129)

REVENUE - Schedule of reconcili

REVENUE - Schedule of reconciliation of contract liabilities (Details) - USD ($) $ in Thousands	9 Months Ended
	Sep. 30, 2022	Dec. 31, 2021
Amounts recognized in the combined balance sheets:
Deferred revenue (current)	$ 791,208	$ 924,789
Deferred revenue (non-current)	87,793	$ 97,167
AIR MILES Reward Program
Disaggregation of Revenue [Line Items]
Beginning balance	1,021,956
Cash proceeds	334,277
Revenue recognized	(393,796)
Other	423
Effects of foreign currency translation	(83,859)
Ending balance	879,001
Amounts recognized in the combined balance sheets:
Deferred revenue (current)	791,208
Deferred revenue (non-current)	87,793
AIR MILES Reward Program | Services
Disaggregation of Revenue [Line Items]
Beginning balance	230,492
Cash proceeds	131,316
Revenue recognized	(138,858)
Effects of foreign currency translation	(19,321)
Ending balance	203,629
Amounts recognized in the combined balance sheets:
Deferred revenue (current)	115,836
Deferred revenue (non-current)	87,793
AIR MILES Reward Program | Redemption
Disaggregation of Revenue [Line Items]
Beginning balance	791,464
Cash proceeds	202,961
Revenue recognized	(254,938)
Other	423
Effects of foreign currency translation	(64,538)
Ending balance	675,372
Amounts recognized in the combined balance sheets:
Deferred revenue (current)	675,372
Brand Loyalty
Disaggregation of Revenue [Line Items]
Revenue recognized	$ 212,400

REVENUE - Narratives (Details)

REVENUE - Narratives (Details) - USD ($) $ in Thousands	9 Months Ended
	Sep. 30, 2022	Dec. 31, 2021
Brand Loyalty
Revenue, Remaining Performance Obligation, Expected Timing of Satisfaction [Line Items]
Revenue recognized	$ 212,400
Effect of foreign currency translation	14,700
Brand Loyalty | Other current liabilities
Revenue, Remaining Performance Obligation, Expected Timing of Satisfaction [Line Items]
Contract liabilities	99,100	$ 85,400
AIR MILES Reward Program
Revenue, Remaining Performance Obligation, Expected Timing of Satisfaction [Line Items]
Contract liabilities	879,001	$ 1,021,956
Revenue recognized	(393,796)
AIR MILES Reward Program | Revenue, Remaining Performance Obligation, Expected Timing of Satisfaction, Start Date [Axis]: 2022-10-01
Revenue, Remaining Performance Obligation, Expected Timing of Satisfaction [Line Items]
Deferred revenue balance expected to be recognized	$ 39,800
Deferred revenue balance expected to be recognized, period	3 months
AIR MILES Reward Program | Revenue, Remaining Performance Obligation, Expected Timing of Satisfaction, Start Date [Axis]: 2023-01-01
Revenue, Remaining Performance Obligation, Expected Timing of Satisfaction [Line Items]
Deferred revenue balance expected to be recognized	$ 94,900
Deferred revenue balance expected to be recognized, period	12 months
AIR MILES Reward Program | Revenue, Remaining Performance Obligation, Expected Timing of Satisfaction, Start Date [Axis]: 2024-01-01
Revenue, Remaining Performance Obligation, Expected Timing of Satisfaction [Line Items]
Deferred revenue balance expected to be recognized	$ 52,300
Deferred revenue balance expected to be recognized, period	12 months
AIR MILES Reward Program | Revenue, Remaining Performance Obligation, Expected Timing of Satisfaction, Start Date [Axis]: 2025-01-01
Revenue, Remaining Performance Obligation, Expected Timing of Satisfaction [Line Items]
Deferred revenue balance expected to be recognized	$ 16,600
Deferred revenue balance expected to be recognized, period	12 months

EARNINGS PER SHARE - Narrative

EARNINGS PER SHARE - Narrative (Details)	Nov. 05, 2021 shares
EARNINGS PER SHARE
Common stock, shares outstanding	24,585,237

EARNINGS PER SHARE - Computatio

EARNINGS PER SHARE - Computation of basic and diluted earning per share (Details) - USD ($) $ / shares in Units, $ in Thousands	3 Months Ended		9 Months Ended
	Sep. 30, 2022	Sep. 30, 2021	Sep. 30, 2022	Sep. 30, 2021
Numerator:
Net (loss) income	$ (125)	$ 23,961	$ (441,007)	$ 57,504
Denominator:
Weighted average shares, basic	24,612,000	24,585,000	24,607,000	24,585,000
Denominator for diluted calculation	24,612,000	24,585,000	24,607,000	24,585,000
Basic net (loss) income per share:	$ (0.01)	$ 0.97	$ (17.92)	$ 2.34
Diluted net (loss) income per share:	$ (0.01)	$ 0.97	$ (17.92)	$ 2.34
Dilutive equity instruments (in shares)		0		0
Equity awards (in shares)		0		0
Restricted Stock [Member]
Denominator:
Anti-dilutive restricted stock units	900,000		600,000

INVENTORIES, NET (Details)

INVENTORIES, NET (Details) - USD ($) $ in Thousands	Sep. 30, 2022	Dec. 31, 2021
INVENTORIES, NET
Inventories, net	$ 236,776	$ 188,577

REDEMPTION SETTLEMENT ASSETS,_3

REDEMPTION SETTLEMENT ASSETS, RESTRICTED - Components of redemption settlement assets (Details) - USD ($) $ in Thousands	Sep. 30, 2022	Dec. 31, 2021
Schedule Of Redemption Settlement Assets [Line Items]
Redemption settlement assets, Fair Value, Total	$ 609,711	$ 735,131
Restricted cash
Schedule Of Redemption Settlement Assets [Line Items]
Redemption settlement assets, Fair Value, Total	40,870	58,752
Mutual funds
Schedule Of Redemption Settlement Assets [Line Items]
Redemption settlement assets, Fair Value, Total	20,696	25,990
Corporate bonds
Schedule Of Redemption Settlement Assets [Line Items]
Redemption settlement assets, Fair Value, Total	$ 548,145	$ 650,389

REDEMPTION SETTLEMENT ASSETS,_4

REDEMPTION SETTLEMENT ASSETS, RESTRICTED - Amortized cost, unrealized gains and losses, and fair value of securities available-for-sale (Details) - USD ($) $ in Thousands	9 Months Ended	12 Months Ended
	Sep. 30, 2022	Dec. 31, 2021
Debt Securities, Available-for-sale [Line Items]
Amortized Cost	$ 578,741	$ 648,248
Unrealized Gains		6,389
Unrealized Losses	(30,596)	(4,248)
Fair Value	548,145	650,389
Corporate bonds
Debt Securities, Available-for-sale [Line Items]
Amortized Cost	578,741	648,248
Unrealized Gains		6,389
Unrealized Losses	(30,596)	(4,248)
Fair Value	$ 548,145	$ 650,389

REDEMPTION SETTLEMENT ASSETS,_5

REDEMPTION SETTLEMENT ASSETS, RESTRICTED - Unrealized losses and fair value (Details) - USD ($) $ in Thousands	Sep. 30, 2022	Dec. 31, 2021
Debt Securities, Available-for-sale [Line Items]
Less than 12 months, Fair Value	$ 369,156	$ 104,052
Less than 12 months, Unrealized Losses	(13,710)	(1,341)
12 Months or Greater, Fair Value	178,989	123,382
12 Months or Greater, Unrealized Losses	(16,886)	(2,907)
Fair Value	548,145	227,434
Unrealized Losses	(30,596)	(4,248)
Corporate bonds
Debt Securities, Available-for-sale [Line Items]
Less than 12 months, Fair Value	369,156	104,052
Less than 12 months, Unrealized Losses	(13,710)	(1,341)
12 Months or Greater, Fair Value	178,989	123,382
12 Months or Greater, Unrealized Losses	(16,886)	(2,907)
Fair Value	548,145	227,434
Unrealized Losses	$ (30,596)	$ (4,248)

REDEMPTION SETTLEMENT ASSETS,_6

REDEMPTION SETTLEMENT ASSETS, RESTRICTED - Maturity (Details) $ in Thousands	Sep. 30, 2022 USD ($)
Amortized Cost
Due in one year or less	$ 122,736
Due after one year through five years	456,005
Total	578,741
Estimated Fair Value
Due in one year or less	121,720
Due after one year through five years	426,425
Total	$ 548,145

REDEMPTION SETTLEMENT ASSETS,_7

REDEMPTION SETTLEMENT ASSETS, RESTRICTED - Narratives (Details) - USD ($) $ in Millions	3 Months Ended		9 Months Ended
	Sep. 30, 2022	Sep. 30, 2021	Sep. 30, 2022	Sep. 30, 2021
REDEMPTION SETTLEMENT ASSETS, RESTRICTED.
Realized gain (loss)	$ (0.6)		$ (3.1)	$ (0.6)
Realized gains or losses	$ 0	$ 0		$ (0.2)

LEASES - Narratives (Details)

LEASES - Narratives (Details) $ in Millions	3 Months Ended	9 Months Ended
	Sep. 30, 2022 USD ($)	Sep. 30, 2022 USD ($)
AIR MILES Reward Program
Lessee, Lease, Description [Line Items]
Asset impairment charges	$ 0.4	$ 1
Maximum
Lessee, Lease, Description [Line Items]
Remaining lease term	11 years	11 years
Minimum
Lessee, Lease, Description [Line Items]
Remaining lease term	1 year	1 year

LEASES - Components of lease ex

LEASES - Components of lease expense (Details) - USD ($) $ in Thousands	3 Months Ended		9 Months Ended
	Sep. 30, 2022	Sep. 30, 2021	Sep. 30, 2022	Sep. 30, 2021
Lessee Disclosure [Abstract]
Operating lease cost	$ 3,450	$ 3,923	$ 10,814	$ 11,929
Short-term lease cost	99	84	243	255
Variable lease cost	1,070	922	2,859	3,134
Total	4,619	4,929	13,916	15,318
Sublease income	$ 1,400	$ 600	$ 3,200	$ 1,600

LEASES - Other information rela

LEASES - Other information related to leases (Details)	Sep. 30, 2022	Sep. 30, 2021
LEASES
Operating leases, Weighted-average remaining lease term (in years)	10 years	10 years 10 months 24 days
Operating leases, Weighted-average discount rate:	4.70%	4.70%

LEASES - Supplemental cash flow

LEASES - Supplemental cash flow information (Details) - USD ($) $ in Thousands	3 Months Ended		9 Months Ended
	Sep. 30, 2022	Sep. 30, 2021	Sep. 30, 2022	Sep. 30, 2021
LEASES
Operating cash flows from operating leases	$ 4,294	$ 4,062	$ 12,068	$ 13,871
Operating leases, right-of-use assets obtained in exchange for lease obligations	$ 1,434	$ 16	$ 4,171	$ 200

LEASES - Maturities (Details)

LEASES - Maturities (Details) - USD ($) $ in Thousands	Sep. 30, 2022	Dec. 31, 2021
LEASES
2022 (excluding the nine months ended September 30, 2022)	$ 2,168
2023	13,560
2024	12,674
2025	12,081
2026	11,538
Thereafter	70,411
Total undiscounted lease liabilities	122,432
Less: Amount representing interest	(25,956)
Total present value of minimum lease payments	96,476
Current operating lease liabilities	8,086	$ 10,055
Long-term operating lease liabilities	88,390	$ 103,242
Total	$ 96,476

INTANGIBLE ASSETS AND GOODWIL_2

INTANGIBLE ASSETS AND GOODWILL - Intangible assets (Details) - USD ($) $ in Thousands	9 Months Ended	12 Months Ended
	Sep. 30, 2022	Dec. 31, 2021
Finite-Lived Intangible Assets [Line Items]
Gross Assets	$ 8,233	$ 87,686
Accumulated Amortization	(6,320)	(84,591)
Net	1,913	3,095
Trade Names [Member]
Finite-Lived Intangible Assets [Line Items]
Gross Assets	8,233	32,289
Accumulated Amortization	(6,320)	(29,194)
Net	$ 1,913	$ 3,095
Trade Names [Member] | Minimum
Finite-Lived Intangible Assets [Line Items]
Amortization Life	8 years	8 years
Trade Names [Member] | Maximum
Finite-Lived Intangible Assets [Line Items]
Amortization Life	15 years	15 years
Collector Database [Member]
Finite-Lived Intangible Assets [Line Items]
Gross Assets		$ 55,397
Accumulated Amortization		$ (55,397)
Amortization Life		5 years

INTANGIBLE ASSETS AND GOODWIL_3

INTANGIBLE ASSETS AND GOODWILL - Intangible assets maturity (Details) $ in Thousands	Sep. 30, 2022 USD ($)
INTANGIBLE ASSETS AND GOODWILL
2022 (excluding the nine months ended September 30, 2022)	$ 252
2023	1,006
2024	516
2025	26
2026	26
Thereafter	$ 87

INTANGIBLE ASSETS AND GOODWIL_4

INTANGIBLE ASSETS AND GOODWILL - Goodwill carrying amount (Details) $ in Thousands	9 Months Ended
	Sep. 30, 2022 USD ($)
Goodwill carrying amount
Balance at Beginning	$ 649,958
Impairment	(422,922)
Effects of foreign currency translation	(49,058)
Balance at Ending	177,978
AIR MILES Reward Program
Goodwill carrying amount
Balance at Beginning	194,767
Effects of foreign currency translation	(16,789)
Balance at Ending	177,978
Brand Loyalty
Goodwill carrying amount
Balance at Beginning	455,191
Impairment	(422,922)
Effects of foreign currency translation	(32,269)
Brand Loyalty | Operating segment
Goodwill carrying amount
Impairment	$ (422,922)

INTANGIBLE ASSETS AND GOODWIL_5

INTANGIBLE ASSETS AND GOODWILL - Additional information (Details) - USD ($) $ in Thousands	9 Months Ended
	Sep. 30, 2022	Jan. 01, 2022
Goodwill carrying amount
Goodwill impairment	$ 422,922
Brand Loyalty
Goodwill carrying amount
Goodwill impairment	422,922
Brand Loyalty | Operating segment
Goodwill carrying amount
Goodwill impairment	422,922
Accumulated goodwill impairment charges	$ 472,900	$ 50,000

INVESTMENT IN UNCONSOLIDATED _2

INVESTMENT IN UNCONSOLIDATED SUBSIDIARY - RELATED PARTY (Details) - USD ($) $ in Thousands	1 Months Ended		3 Months Ended	9 Months Ended
	Aug. 31, 2021	Mar. 31, 2021	Sep. 30, 2021	Sep. 30, 2021	Feb. 28, 2021
Schedule of Equity Method Investments [Line Items]
Proceeds from sale of investment				$ 4,055
Income from investment in unconsolidated subsidiary - related party, net of tax			$ 4,100	4,100
Gain on sale of investment of unconsolidated subsidiary - related party				$ 4,110
Comenity Canada L.P [Member]
Schedule of Equity Method Investments [Line Items]
Distribution		$ 800
Ownership percentage		98%			99.90%
Proceeds from sale of investment	$ 4,100
Income from investment in unconsolidated subsidiary - related party, net of tax	$ 4,100

RESTRUCTURING AND OTHER CHARG_3

RESTRUCTURING AND OTHER CHARGES (Details) - USD ($) $ in Thousands	3 Months Ended		9 Months Ended
	Sep. 30, 2022	Sep. 30, 2021	Sep. 30, 2022	Sep. 30, 2021
RESTRUCTURING AND OTHER CHARGES
Restructuring and other charges	$ 5,355	$ 0	$ 9,621	$ 0
Termination Benefits
RESTRUCTURING AND OTHER CHARGES
Restructuring and other charges	4,815		7,172
Asset Impairments
RESTRUCTURING AND OTHER CHARGES
Restructuring and other charges	432		969
Other Exit Costs
RESTRUCTURING AND OTHER CHARGES
Restructuring and other charges	108		1,480
AIR MILES Reward Program
RESTRUCTURING AND OTHER CHARGES
Restructuring and other charges	3,474		7,740
AIR MILES Reward Program | Termination Benefits
RESTRUCTURING AND OTHER CHARGES
Restructuring and other charges	2,934		5,291
AIR MILES Reward Program | Asset Impairments
RESTRUCTURING AND OTHER CHARGES
Restructuring and other charges	432		969
AIR MILES Reward Program | Other Exit Costs
RESTRUCTURING AND OTHER CHARGES
Restructuring and other charges	108		1,480
Brand Loyalty
RESTRUCTURING AND OTHER CHARGES
Restructuring and other charges	1,881		1,881
Brand Loyalty | Termination Benefits
RESTRUCTURING AND OTHER CHARGES
Restructuring and other charges	$ 1,881		$ 1,881

RESTRUCTURING AND OTHER CHARG_4

RESTRUCTURING AND OTHER CHARGES - Liability (Details) - USD ($) $ in Thousands	3 Months Ended		9 Months Ended
	Sep. 30, 2022	Sep. 30, 2021	Sep. 30, 2022	Sep. 30, 2021
RESTRUCTURING AND OTHER CHARGES
Restructuring and other charges	$ 5,355	$ 0	$ 9,621	$ 0
Adjustments for non-cash charges			(969)
Cash payments			(2,936)
Effects of foreign currency translation			(180)
Liability (Ending balance)	5,536		5,536
Termination Benefits
RESTRUCTURING AND OTHER CHARGES
Restructuring and other charges	4,815		7,172
Cash payments			(1,471)
Effects of foreign currency translation			(165)
Liability (Ending balance)	5,536		5,536
Asset Impairments
RESTRUCTURING AND OTHER CHARGES
Restructuring and other charges	432		969
Adjustments for non-cash charges			(969)
Other Exit Costs
RESTRUCTURING AND OTHER CHARGES
Restructuring and other charges	$ 108		1,480
Cash payments			(1,465)
Effects of foreign currency translation			$ (15)

DEBT (Details)

DEBT (Details) € in Millions, $ in Millions	1 Months Ended	9 Months Ended
	Jul. 31, 2022 USD ($)	Sep. 30, 2022 USD ($)	Sep. 30, 2022 EUR (€)	Dec. 31, 2021 USD ($)
Uncommitted overdraft facility
Debt Instrument [Line Items]
Maximum borrowing capacity		$ 9.8	€ 10
Interest rate		3.50%	3.50%
Letters of credit outstanding		$ 0		$ 0
Senior Secured Credit Agreement
Debt Instrument [Line Items]
Revolving commitments	$ (2.8)
Total leverage ratio		4.5	4.5
Senior Secured Credit Agreement | Minimum
Debt Instrument [Line Items]
Total leverage ratio	4.75
Senior Secured Credit Agreement | Term loan A
Debt Instrument [Line Items]
Principal amount of debt		$ 175
Senior Secured Credit Agreement | Term loan B
Debt Instrument [Line Items]
Principal amount of debt		500
Senior Secured Credit Agreement | Term loan A and Term loan B
Debt Instrument [Line Items]
Debt instrument periodic payment		38
Senior Secured Credit Agreement | Revolving credit facility
Debt Instrument [Line Items]
Maximum borrowing capacity		150
Revolving credit facility
Debt Instrument [Line Items]
Letters of credit outstanding		$ 11.8		$ 12.5

DEBT - Leverage ratio (Details)

DEBT - Leverage ratio (Details)	Jul. 31, 2022
December 31, 2021 through June 30, 2022
Schedule of Debt Instruments
Maximum Consolidated Total Leverage Ratio	5%
September 30, 2022 through September 30, 2023
Schedule of Debt Instruments
Maximum Consolidated Total Leverage Ratio	5.75%
December 31, 2023
Schedule of Debt Instruments
Maximum Consolidated Total Leverage Ratio	5.50%
March 31, 2024 through September 30, 2024
Schedule of Debt Instruments
Maximum Consolidated Total Leverage Ratio	5.25%
December 31, 2024 through March 31, 2025
Schedule of Debt Instruments
Maximum Consolidated Total Leverage Ratio	5%
June 30, 2025 and each fiscal quarter thereafter
Schedule of Debt Instruments
Maximum Consolidated Total Leverage Ratio	4.75%

DEBT - Schedule of Debt Instrum

DEBT - Schedule of Debt Instruments (Details) - USD ($) $ in Thousands	Sep. 30, 2022	Dec. 31, 2021
Schedule of Debt Instruments
Debt amount	$ 637,031	$ 675,000
Less: unamortized debt issuance costs	18,686	20,887
Less: current portion	50,625	50,625
Long-term portion	567,720	603,488
Revolving credit facility
Schedule of Debt Instruments
Availability under credit facility	138,200	137,500
Letters of credit outstanding	11,800	12,500
Senior Secured Credit Agreement | Term loan A
Schedule of Debt Instruments
Debt amount	165,156	175,000
Senior Secured Credit Agreement | Term loan B
Schedule of Debt Instruments
Debt amount	$ 471,875	$ 500,000

DERIVATIVE INSTRUMENTS (Details

DERIVATIVE INSTRUMENTS (Details) - USD ($) $ in Millions	Sep. 30, 2022	Dec. 31, 2021
Other current assets
Derivatives, Fair Value [Line Items]
Derivative asset	$ 4.6	$ 2.5
Other current liabilities
Derivatives, Fair Value [Line Items]
Derivative liability	$ 1.3	$ 0.5

SHARE-BASED PAYMENTS (Details)

SHARE-BASED PAYMENTS (Details)	9 Months Ended
	Sep. 30, 2022 $ / shares shares
Performance-based restricted stock units
Share-based Compensation Arrangement by Share-based Payment Award [Line Items]
Shares granted | shares	88,033
Weighted average grant date fair value per share | $ / shares	$ 24.19
Probability of achieving performance targets to met	0%
Performance-based restricted stock units | Restriction lapse on February 15 2023
Share-based Compensation Arrangement by Share-based Payment Award [Line Items]
Percentage of awards restriction lapsed	33%
Performance-based restricted stock units | Restriction lapse on February 15 2024
Share-based Compensation Arrangement by Share-based Payment Award [Line Items]
Percentage of awards restriction lapsed	33%
Performance-based restricted stock units | Restriction lapse on February 15 2025
Share-based Compensation Arrangement by Share-based Payment Award [Line Items]
Percentage of awards restriction lapsed	34%
Performance-based restricted stock units | Maximum
Share-based Compensation Arrangement by Share-based Payment Award [Line Items]
Awards vesting percentage	150%
Performance-based restricted stock units | Minimum
Share-based Compensation Arrangement by Share-based Payment Award [Line Items]
Awards vesting percentage	0%
Service-based restricted stock units
Share-based Compensation Arrangement by Share-based Payment Award [Line Items]
Awards vesting period	3 years
Shares granted | shares	814,545
Weighted average grant date fair value per share | $ / shares	$ 17.62

SHARE-BASED PAYMENTS - Stock-ba

SHARE-BASED PAYMENTS - Stock-based Compensation Expense (Details) - USD ($) $ in Thousands	3 Months Ended		9 Months Ended
	Sep. 30, 2022	Sep. 30, 2021	Sep. 30, 2022	Sep. 30, 2021
Share-based Payment Arrangement, Expensed and Capitalized, Amount [Line Items]
Stock compensation expense	$ 1,339	$ 2,143	$ 5,248	$ 6,322
Cost of operations
Share-based Payment Arrangement, Expensed and Capitalized, Amount [Line Items]
Stock compensation expense	724	1,725	3,054	5,009
General and administrative
Share-based Payment Arrangement, Expensed and Capitalized, Amount [Line Items]
Stock compensation expense	$ 615	$ 418	$ 2,194	$ 1,313

ACCUMULATED OTHER COMPREHENSI_3

ACCUMULATED OTHER COMPREHENSIVE INCOME (LOSS) (Details) - USD ($) $ in Thousands	3 Months Ended		9 Months Ended
	Sep. 30, 2022	Sep. 30, 2021	Sep. 30, 2022	Sep. 30, 2021
Accumulated Other Comprehensive Income (Loss) [Line Items]
Balance at Beginning	$ (366,787)	$ 987,015	$ 146,564	$ 1,094,301
Changes in other comprehensive income (loss)	(23,911)	(22,925)	(100,901)	(48,877)
Balance at Ending	(389,632)	993,576	(389,632)	993,576
Gain (loss) on cash flow hedges	2,400		1,800
Accumulated Other Comprehensive Loss
Accumulated Other Comprehensive Income (Loss) [Line Items]
Balance at Beginning	(142,064)	(25,571)	(65,074)	381
Changes in other comprehensive income (loss)	(23,911)	(22,925)	(100,901)	(48,877)
Balance at Ending	(165,975)	(48,496)	(165,975)	(48,496)
Net Unrealized Gains (Losses) on Securities
Accumulated Other Comprehensive Income (Loss) [Line Items]
Balance at Beginning	(29,091)	10,484	2,141	18,267
Changes in other comprehensive income (loss)	(1,505)	(2,769)	(32,737)	(10,552)
Balance at Ending	(30,596)	7,715	(30,596)	7,715
Net Unrealized Gains (Losses) on Cash Flow Hedges
Accumulated Other Comprehensive Income (Loss) [Line Items]
Balance at Beginning	1,506	72	1,270	(700)
Changes in other comprehensive income (loss)	(989)	908	(753)	1,680
Balance at Ending	517	980	517	980
Foreign Currency Translation Adjustments
Accumulated Other Comprehensive Income (Loss) [Line Items]
Balance at Beginning	(114,479)	(36,127)	(68,485)	(17,186)
Changes in other comprehensive income (loss)	(21,417)	(21,064)	(67,411)	(40,005)
Balance at Ending	$ (135,896)	$ (57,191)	$ (135,896)	$ (57,191)

INCOME TAXES (Details)

INCOME TAXES (Details)	3 Months Ended		9 Months Ended
	Sep. 30, 2022	Sep. 30, 2021	Sep. 30, 2022	Sep. 30, 2021
INCOME TAXES
Effective income tax rate	103%	40.80%	(6.60%)	35.50%

FINANCIAL INSTRUMENTS AND FAI_3

FINANCIAL INSTRUMENTS AND FAIR VALUE MEASUREMENTS - Estimated fair values of the company's financial instruments (Details) - USD ($) $ in Thousands	Sep. 30, 2022	Dec. 31, 2021
Financial assets
Redemption settlement assets, restricted	$ 609,711	$ 735,131
Financial liabilities
Long-term debt	359,993	654,113
Carrying Amount
Financial assets
Redemption settlement assets, restricted	609,711	735,131
Other investments	353	471
Derivative instruments - Assets	4,639	2,465
Financial liabilities
Derivative instruments - Liability	1,287	487
Long-term debt	618,345	654,113
Fair Value
Financial assets
Redemption settlement assets, restricted	609,711	735,131
Other investments	353	471
Derivative instruments - Assets	4,639	2,465
Financial liabilities
Derivative instruments - Liability	1,287	487
Long-term debt	$ 359,993	$ 654,113

FINANCIAL INSTRUMENTS AND FAI_4

FINANCIAL INSTRUMENTS AND FAIR VALUE MEASUREMENTS - Assets and liabilities carried at fair value measured on a recurring basis (Details) - USD ($) $ in Thousands	3 Months Ended	9 Months Ended
	Sep. 30, 2022	Sep. 30, 2022	Dec. 31, 2021
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items]
Total liabilities measured at fair value	$ 359,993	$ 359,993	$ 654,113
Goodwill impairment		422,922
Level 2
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items]
Total liabilities measured at fair value	359,993	359,993	654,113
Recurring
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items]
Mutual funds	20,696	20,696	25,990
Corporate bonds	548,145	548,145	650,389
Marketable securities	353	353	471
Derivative instruments - Assets	4,639	4,639	2,465
Total assets measured at fair value	573,833	573,833	679,315
Derivative instruments - Liability	1,287	1,287	487
Total liabilities measured at fair value	1,287	1,287	487
Recurring | Level 1
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items]
Mutual funds	20,696	20,696	25,990
Marketable securities	353	353	471
Total assets measured at fair value	21,049	21,049	26,461
Recurring | Level 2
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items]
Corporate bonds	548,145	548,145	650,389
Derivative instruments - Assets	4,639	4,639	2,465
Total assets measured at fair value	552,784	552,784	652,854
Derivative instruments - Liability	1,287	1,287	487
Total liabilities measured at fair value	1,287	1,287	$ 487
AIR MILES Reward Program
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items]
Asset impairment charges	$ 400	$ 1,000

FINANCIAL INSTRUMENTS AND FAI_5

FINANCIAL INSTRUMENTS AND FAIR VALUE MEASUREMENTS - Assets and Liabilities Not Carried at Fair Value (Details) - USD ($) $ in Thousands	Sep. 30, 2022	Dec. 31, 2021
Financial liabilities
Long-term debt	$ 359,993	$ 654,113
Total liabilities measured at fair value	359,993	654,113
Level 2
Financial liabilities
Long-term debt	359,993	654,113
Total liabilities measured at fair value	$ 359,993	$ 654,113

SEGMENT INFORMATION (Details)

SEGMENT INFORMATION (Details) - USD ($) $ in Thousands	3 Months Ended		9 Months Ended
	Sep. 30, 2022	Sep. 30, 2021	Sep. 30, 2022	Sep. 30, 2021
Segment Information
Revenues	$ 162,369	$ 169,257	$ 489,117	$ 496,716
Income (loss) before income taxes	4,179	36,395	(413,541)	85,053
Interest (income) expense, net	11,527	(136)	29,973	(318)
Depreciation and amortization	7,668	9,098	25,966	27,553
Stock compensation expense	1,339	2,143	5,248	6,322
Goodwill impairment			422,922
Strategic transaction costs	3,015		5,040
Restructuring and other charges	5,355	0	9,621	0
Adjusted EBITDA	33,083	47,500	85,229	118,610
Eliminations
Segment Information
Revenues	(42)		(129)
AIR MILES Reward Program
Segment Information
Revenues	67,387	71,928	199,649	214,123
Restructuring and other charges	3,474		7,740
AIR MILES Reward Program | Operating segment
Segment Information
Revenues	67,387	71,928	199,649	214,123
Income (loss) before income taxes	25,926	33,889	68,274	94,214
Interest (income) expense, net	(449)	(206)	(833)	(582)
Depreciation and amortization	5,586	6,018	19,066	17,927
Stock compensation expense	195	777	1,168	2,126
Strategic transaction costs	2		300
Restructuring and other charges	3,474		7,740
Adjusted EBITDA	34,734	40,478	95,715	113,685
Brand Loyalty
Segment Information
Revenues	95,024	97,329	289,597	282,593
Goodwill impairment			422,922
Restructuring and other charges	1,881		1,881
Brand Loyalty | Operating segment
Segment Information
Revenues	95,024	97,329	289,597	282,593
Income (loss) before income taxes	(4,622)	6,524	(435,052)	2,447
Interest (income) expense, net	(45)	70	(27)	264
Depreciation and amortization	2,067	3,080	6,877	9,626
Stock compensation expense	529	948	1,886	2,883
Goodwill impairment			422,922
Strategic transaction costs	292		1,401
Restructuring and other charges	1,881		1,881
Adjusted EBITDA	102	10,622	(112)	15,220
Corporate/Other
Segment Information
Income (loss) before income taxes	(17,125)	(4,018)	(46,763)	(11,608)
Interest (income) expense, net	12,021		30,833
Depreciation and amortization	15		23
Stock compensation expense	615	418	2,194	1,313
Strategic transaction costs	2,721		3,339
Adjusted EBITDA	$ (1,753)	$ (3,600)	$ (10,374)	$ (10,295)

SUPPLEMENTAL CASH FLOW INFORM_3

SUPPLEMENTAL CASH FLOW INFORMATION - Reconciliation of cash and cash equivalents (Details) - USD ($) $ in Thousands	Sep. 30, 2022	Dec. 31, 2021	Sep. 30, 2021	Dec. 31, 2020
Cash and cash equivalents	$ 73,307	$ 167,601	$ 198,865
Total cash, cash equivalents and restricted cash	123,309	$ 232,602	262,373	$ 337,525
Other current assets
Restricted cash	9,132		5,312
Redemption settlement assets
Restricted cash	$ 40,870		$ 58,196

RELATED PARTY TRANSACTIONS - Ot

RELATED PARTY TRANSACTIONS - Other information (Details) - Former parent - USD ($) $ in Millions	1 Months Ended	3 Months Ended		9 Months Ended
	Jan. 31, 2021	Sep. 30, 2022	Sep. 30, 2021	Sep. 30, 2022	Sep. 30, 2021	Dec. 31, 2021
Related Party Transactions
Corporate overhead costs			$ 4		$ 11.6
Dividends	$ 124.2
Dividend withheld for taxes	$ 4.2
Amount of expenses incurred in relation to Transition services agreement		$ 0.6		$ 1.8
Employee matters agreement prorated bonus payment from parent				1.6
Accounts receivable from related party under tax matters agreement		20.3		20.3		$ 20.1
Accrued Liabilities
Related Party Transactions
Contractual liabilities under Tax Matters Agreement		75.8		75.8		80
Other Liabilities
Related Party Transactions
Contractual liabilities under Tax Matters Agreement		$ 1		$ 1		$ 1