NEW YORK--(BUSINESS WIRE)--Jun. 25, 2014--
American International Group, Inc. (NYSE:AIG) today announced the
pricing of the Sterling and Euro-denominated debt securities issued by
AIG (the “Sterling and Euro Securities”) subject to its previously
announced cash tender offers (the “Tender Offers”) pursuant to its offer
to purchase dated June 12, 2014 (the “Offer to Purchase”).
The reference yield for each series of Sterling and Euro Securities was
calculated as of 2:00 p.m., London time, on June 25, 2014, based on the
mid-market price of the applicable reference security displayed on the
applicable reference page set forth in the table below. The complete
terms of the Tender Offers are set forth in the Offer to Purchase,
including certain capitalized terms used but not defined herein. The
reference yields will be used to determine the consideration paid for
each series of Sterling and Euro Securities that are accepted for
purchase after expiration of the Tender Offers.
The expiration date of the Tender Offers is 11:59 p.m., New York City
time, on July 10, 2014, unless extended (the “Expiration Date”). Holders
who have not already tendered their Sterling and Euro Securities may
continue to do so at any time prior to the Expiration Date, in
accordance with the procedures described in the Offer to Purchase.
Holders who validly tender and do not withdraw their Sterling and Euro
Securities on or prior to 5:00 p.m., New York City time, on June 25,
2014, unless extended (the “Early Participation Date”), and whose
Sterling and Euro Securities are accepted for purchase pursuant to the
Tender Offers, will receive the Total Consideration set forth below,
which includes an early participation amount of £50.00 or €50.00 per
£1,000 or €1,000 principal amount (as applicable) of Sterling or Euro
Securities validly tendered and accepted for purchase (the “Early
Participation Amount”). Holders validly tendering their Sterling and
Euro Securities after the Early Participation Date and on or prior to
the Expiration Date will not be entitled to receive the Early
Participation Amount. Tenders of Sterling and Euro Securities may be
validly withdrawn at any time at or prior to 5:00 p.m., New York City
time, on June 25, 2014, but not thereafter.
The key pricing details for Sterling and Euro Securities included in the
Tender Offers are as follows:
|
Title of Security
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|
ISIN(s)
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Principal Amount Outstanding
|
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Reference Security
|
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Reference Yield(1)
|
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Fixed Spread
|
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Total
Consideration(1)(2)(3)
|
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(in millions)
|
|
|
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|
|
(basis points)
|
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|
|
Junior Tender Offer
|
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|
|
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|
|
|
|
|
|
|
|
|
|
|
|
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5.75% Series A-2 Junior Subordinated Debentures
|
|
XS0291641420
|
|
£244.0
|
|
1.75% UK Treasury Stock due January 22, 2017
|
|
1.211%
|
|
250
|
|
£1,051.34
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
8.000% Series A-7 Junior Subordinated Debentures
|
|
XS0365324838 (144A)
XS0365323608 (Reg. S)
|
|
€127.0
|
|
4.00% German Bunds due January 4, 2018
|
|
0.099%
|
|
185
|
|
€1,222.53
|
|
|
|
|
|
|
|
|
|
|
|
|
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8.625% Series A-8 Junior Subordinated Debentures
|
|
XS0365317113 (144A)
XS0365314284 (Reg. S)
|
|
£138.2
|
|
5.00% UK Treasury Stock due
March 7, 2018
|
|
1.603%
|
|
150
|
|
£1,199.16
|
|
|
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|
|
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Senior Tender Offer
|
|
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6.765% Sterling Notes Due November 15, 2017
|
|
XS0827565663
XS0702072900 (144A)
XS0702072819 (Reg. S)
|
|
£662.2
|
|
1.75% UK Treasury Stock due January 22, 2017
|
|
1.211%
|
|
110
|
|
£1,142.21
|
|
|
|
|
|
|
|
|
|
|
|
|
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|
6.797% Euro Notes Due November 15, 2017
|
|
XS0827566711
XS0702072140 (144A)
XS0702071928 (Reg. S)
|
|
€160.9
|
|
0.5% German Bunds due April 7, 2017
|
|
0.056%
|
|
85
|
|
€1,192.87
|
|
_____________
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(1)
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The Total Consideration payable for each series of Sterling or Euro
Securities will be a price per £1,000 or €1,000 principal amount (as
applicable) equal to an amount that would reflect, as of the Payment
Date, a yield to the applicable call or maturity date of such series
of Sterling or Euro Securities (as applicable) set forth in the
Offer to Purchase equal to the sum of the yield to maturity of the
applicable reference security specified above, as set forth on
Bloomberg Page DMO2 (in the case of the Sterling Securities) or PXGE
(in the case of the Euro Securities) as of 2:00 p.m., London time,
on June 25, 2014 (the “Reference Yield”), plus the applicable fixed
spread specified above, minus accrued and unpaid interest thereon
from the last interest payment date to but not including the Payment
Date.
|
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(2)
|
|
Per £1,000 or €1,000 principal amount (as applicable) validly
tendered and accepted for purchase, as calculated in accordance with
the Offer to Purchase, and assuming a July 14, 2014 Payment Date.
|
|
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(3)
|
|
Includes the Early Participation Amount. Holders whose Sterling and
Euro Securities are accepted in the Tender Offers will also receive
accrued and unpaid interest from the last interest payment date to
but not including the Payment Date.
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The complete terms of the Tender Offers, including information with
respect to the amount of securities sought and, in the case of the
senior Sterling and Euro Securities listed in the table above, the
acceptance priority levels, are described in the Offer Documents.
AIG has retained Citigroup Global Markets Inc., Credit Suisse Securities
(USA) LLC, J.P. Morgan Securities LLC, J.P. Morgan Securities plc and
Wells Fargo Securities, LLC as the Joint Lead Dealer Managers; ANZ
Securities, Inc., Mizuho Securities USA Inc., Santander Investment
Securities Inc., SMBC Nikko Securities America, Inc. and Standard
Chartered Bank as Co-Dealer Managers and ING Financial Markets LLC,
Natixis Securities Americas LLC, PNC Capital Markets LLC, Samuel A.
Ramirez & Company, Inc., Sandler O’Neill & Partners, L.P. and The
Williams Capital Group, L.P. as Junior Co-Dealer Managers, for
the Tender Offers. Global Bondholder Services Corporation is the
Information Agent and Depositary for the Tender Offers. For additional
information regarding the terms of the Tender Offers, please contact:
Citigroup Global Markets Inc. at (800) 558-3745 (toll-free) or (212)
723-6106 (collect); Credit Suisse Securities (USA) LLC at (800) 820-1653
(toll-free) or (212) 538-2147 (collect); J.P. Morgan Securities LLC at
(866) 834-4666 (toll-free) or (212) 834-4811 (collect); J.P. Morgan
Securities plc at (+44) 20 7134 3414 (collect) or Wells Fargo
Securities, LLC at (866) 309-6316 (toll-free) or (704) 410-4760
(collect). Requests for documents and questions regarding the tendering
of Sterling and Euro Securities may be directed to Global Bondholder
Services Corporation by telephone at (212) 430-3774 (for banks and
brokers only), (866) 470-3800 (for all others toll-free) or
+001-212-430-3774 (international), by email at aig@gbsc-usa.com
and online at www.gbsc-usa.com/aig.
This news release does not constitute an offer or an invitation by AIG
to participate in the Tender Offers in any jurisdiction in which it is
unlawful to make such an offer or solicitation in such jurisdiction.
Certain statements in this press release, including those describing the
completion of the Tender Offers, 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 SEC pursuant to the Securities Exchange Act of 1934.
American International Group, Inc. (AIG) is a leading international
insurance organization serving customers in more than 130 countries and
jurisdictions. AIG companies serve commercial, institutional, and
individual customers through one of the most extensive worldwide
property-casualty networks of any insurer. In addition, AIG companies
are leading providers of life insurance and retirement services in the
United States. AIG common stock is listed on the New York Stock Exchange
and the Tokyo Stock Exchange.
Additional information about AIG can be found at www.aig.com
| YouTube: www.youtube.com/aig
|Twitter: @AIGInsurance
| LinkedIn: http://www.linkedin.com/company/aig
|
AIG is the marketing name for the worldwide property-casualty, life and
retirement, and general insurance operations of American International
Group, Inc. For additional information, please visit our website at www.aig.com.
All products and services are written or provided by subsidiaries or
affiliates of American International Group, Inc. Products or services
may not be available in all countries, and coverage is subject to actual
policy language. Non-insurance products and services may be provided by
independent third parties. Certain property-casualty coverages may be
provided by a surplus lines insurer. Surplus lines insurers do not
generally participate in state guaranty funds, and insureds are
therefore not protected by such funds.
Source: American International Group, Inc.
AIG
Investors:
Liz Werner, 212-770-7074
elizabeth.werner@aig.com
or
Media:
Molly
Binenfeld, 212-770-3141
molly.binenfeld@aig.com