AIG Announces Cash Tender Offers and Consent Solicitations for Certain Outstanding Notes
Title |
Original Issuer |
CUSIP No. |
||
7.57% Junior Subordinated Deferrable Interest Debentures, Series A |
|
|
|
00138GAB5 |
8 1/8% Junior Subordinated Deferrable Interest Debentures, Series B |
|
|
|
00138GAC3 |
7 ½% Notes due 2025 |
|
|
|
026351AU0 |
6 5/8% Notes due 2029 |
|
|
|
026351AZ9 |
8 ½% Junior Subordinated Debentures due 2030 |
|
|
|
00138GAA7 |
8.125% Debentures due 2023 |
|
|
|
866930AB6 |
7.05% Notes due 2025 |
|
|
|
86703QBJ9 |
7.00% Notes due 2026 |
|
|
|
86703QBN0 |
5.60% Debentures due 2097 |
|
|
|
866930AG5 |
_____________________ | ||
(1) |
The current obligor for this series of notes is |
|
(2) |
The current obligor for this series of notes is AIG (as successor to |
Additionally, AIG announced that it has commenced solicitations of consents (the “Consent Solicitations”) to certain proposed amendments to (i) the indenture under which the four series of notes were originally issued by
The Tender Offers and Consent Solicitations are being made pursuant to AIG’s Offer to Purchase and Consent Solicitation Statement for the SunAmerica Notes, dated
The notes subject to the Tender Offers and Consent Solicitations were issued by legacy Life & Retirement companies prior to these companies being acquired by AIG in the late 1990s and early 2000s. As a result of these acquisitions, this debt was either assumed (in the case of the SunAmerica Notes) or guaranteed (in the case of the notes originally issued by
The proposed amendments to the indenture under which the SunAmerica Notes were issued must be consented to by holders of not less than a majority in aggregate principal amount of the SunAmerica Notes at the time outstanding, voting as one class (the “SunAmerica Required Consents”). The proposed amendments to the indenture under which the Series A-B Notes were issued must be consented to by holders of not less than a majority in aggregate principal amount of each series of such Series A-B Notes then outstanding (the “Series A-B Required Consents” and together with the SunAmerica Required Consents, the “Required Consents”).
The table below sets forth information with respect to the notes and each Tender Offer and Consent Solicitation.
Title |
Original |
Principal |
Reference |
Bloomberg |
Fixed |
Early |
Hypothetical |
Standalone |
||||||||
7.57% Junior Subordinated Deferrable Interest Debentures, Series A |
|
|
1.875% UST due |
PX1 |
175 bps |
|
|
|
||||||||
8 1/8% Junior Subordinated Deferrable Interest Debentures, Series B |
|
|
1.875% UST due |
PX1 |
175 bps |
|
|
|
||||||||
7 ½% Notes due 2025 |
|
|
0.750% UST due |
PX1 |
45 bps |
|
|
N/A |
||||||||
6 5/8% Notes due 2029 |
|
|
1.125% UST due |
PX1 |
65 bps |
|
|
N/A |
||||||||
8 ½% Junior Subordinated Debentures due 2030 |
|
|
1.125% UST due |
PX1 |
150 bps |
|
|
N/A |
||||||||
8.125% Debentures due |
|
|
0.125% UST due |
PX1 |
0 bps |
|
|
|
||||||||
7.05% Notes due 2025 |
|
|
0.750% UST due |
PX1 |
40 bps |
|
|
|
||||||||
7.00% Notes due 2026 |
|
|
0.750% UST due |
PX1 |
45 bps |
|
|
|
||||||||
5.60% Debentures due 2097 |
|
|
1.875% UST due |
PX1 |
170 bps |
|
|
|
_____________________ | ||
(1) |
Per |
|
(2) |
Per |
|
(3) |
Per |
The Tender Offers are scheduled to expire at the “Expiration Time,” which is
As part of each Tender Offer for the SunAmerica Notes and Series A-B Notes, holders of SunAmerica Notes and Series A-B Notes must deliver consents in order to tender their notes at or prior to the Early Tender Time. In addition, holders of SunAmerica Notes and Series A-B Notes may deliver consents to the proposed amendments in the Consent Solicitations without tendering their notes at or prior to the “Consent Expiration Time,” which is
AIG reserves the option to accept and purchase, promptly following the Early Tender Time and Consent Expiration Time, any notes tendered and consents delivered at or prior to the Early Tender Time and Consent Expiration Time, respectively, subject to the terms and conditions described in each Offer to Purchase and Consent Solicitation Statement.
The Total Consideration payable for each
Holders who tender their notes after the Early Tender Time will only be eligible to receive the “Tender Offer Consideration,” which is the Total Consideration minus an “Early Tender Payment” as set forth in the table above. The Tender Offer Consideration will be payable promptly following the Expiration Time. No consents may be delivered in the Consent Solicitations following the Consent Expiration Time.
Subject to the terms and conditions of the Tender Offers, AIG intends to accept for purchase (i) all of the applicable series of Series A-B Notes if AIG receives the Series A-B Required Consents and executes the relevant Supplemental Indenture in respect of either or both series of Series A-B Notes and (ii) all of the SunAmerica Notes if AIG receives the SunAmerica Required Consents and executes the relevant Supplemental Indenture, in each case, that are validly tendered and not validly withdrawn prior to the Expiration Time.
In addition to the Total Consideration or Tender Offer Consideration, as applicable, holders of notes accepted for payment will receive accrued and unpaid interest from the last interest payment date for the notes to, but not including, the applicable settlement date.
Except as required by applicable law, notes tendered and consents delivered may be withdrawn only at or prior to the “Withdrawal Deadline,” which is
AIG has retained
The Tender Offers and Consent Solicitations are subject to the satisfaction of certain conditions. AIG may terminate or alter any or all of the Tender Offers or Consent Solicitations and is not obligated to accept for payment, purchase or pay for, and may delay the acceptance for payment of, any tendered notes or delivered consents, in each event subject to applicable laws. The Tender Offers are not conditioned on the tender of a minimum principal amount of notes.
This press release is neither an offer to purchase nor a solicitation of an offer to sell the notes or any other securities. The Tender Offers and Consent Solicitations are made only by and pursuant to the terms of each Offer to Purchase and Consent Solicitation Statement and the related letters of transmittal and only to such persons and in such jurisdictions as is permitted under applicable law. The information in this press release is qualified by reference to each Offer to Purchase and Consent Solicitation Statement and the related letters of transmittal. None of AIG, the dealer managers and consent solicitation agents or the tender and information agent makes any recommendations as to whether holders should tender their notes or deliver consents pursuant to the Tender Offers and Consent Solicitations. Holders must make their own decisions as to whether to tender notes, and, if so, the principal amount of notes to tender, and whether to deliver consents.
Certain statements in this press release, including those describing the completion of the Tender Offers and Consent Solicitations, constitute forward-looking statements. These statements are not historical facts but instead represent only AIG’s belief regarding future events, many of which, by their nature, are inherently uncertain and outside AIG’s control. It is possible that actual results will differ, possibly materially, from the anticipated results indicated in these statements. Factors that could cause actual results to differ, possibly materially, from those in the forward-looking statements are discussed throughout AIG’s periodic filings with the
Additional information about AIG can be found at www.aig.com | YouTube: www.youtube.com/aig | Twitter: @AIGinsurance www.twitter.com/AIGinsurance | LinkedIn: www.linkedin.com/company/aig. These references with additional information about AIG have been provided as a convenience, and the information contained on such websites is not incorporated by reference into this press release.
AIG is the marketing name for the worldwide property-casualty, life and retirement, and general insurance operations of
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