American International Group, Inc. (NYSE: AIG) today announced,
in connection with its previously announced tender offer (the
“Tender Offer”) to purchase outstanding notes and debentures
(collectively, the “Securities”), the pricing terms for the series
of Securities listed in the table below that have been validly
tendered (and not subsequently validly withdrawn) on or prior to
the Early Participation Date (as defined below) and accepted for
purchase by AIG, for an aggregate purchase consideration of up to
$1.5 billion (excluding Accrued Interest (as defined below)). The
Tender Offer is being made pursuant to AIG’s Offer to Purchase,
dated November 6, 2023 (the “Offer to Purchase”), which sets forth
a more comprehensive description of the terms and conditions of the
Tender Offer. Capitalized terms used but not defined in this
announcement have the meanings given to them in the Offer to
Purchase.
Set forth below are the applicable Reference Yields and Total
Consideration for each series of Securities, as calculated at 10:00
a.m., New York City time (3:00 p.m., London time) today, November
21, 2023, in accordance with the terms set out in the Offer to
Purchase.
TABLE I
Acceptance Priority
Level
Title of Security
Security Identifier(s)
Principal
Amount
Outstanding
(millions)
Reference
Security/
Interpolated Rate
Reference Yield
Fixed
Spread
(basis points)
Aggregate Principal Amount
Tendered as of the Early Participation Date(1)
Aggregate Principal Amount
Accepted for Purchase
Total Consideration(2)
1
2.500% Notes Due 2025
CUSIP:
026874DQ7 ISIN: US026874DQ70
$1,000.0
4.625% UST due 06/30/2025
5.024%
+35
$853,854,000
$853,854,000
$956.32
2
3.900% Notes Due 2026
CUSIP:
026874DH7 ISIN: US026874DH71
$750.0
4.625% UST
due
10/15/2026
4.620%
+60
$513,840,000
$513,840,000
$971.01
3
1.875% Notes Due 2027
CUSIP:
AN6673288 ISIN: XS1627602201
€1,000.0
Interpolated Rate
3.169%
+50
€524,765,000
€179,054,000
€940.75
_______________
(1)
As reported by Ipreo LLC, the Information
Agent and Tender Agent in connection with the Tender Offer.
(2)
The Total Consideration payable for each
$1,000 or €1,000 principal amount of Securities validly tendered
(and not subsequently validly withdrawn) on or prior to the Early
Participation Date and accepted for purchase by AIG, when
calculated as set out herein with reference to the applicable Fixed
Spread, already includes the Early Participation Amount of $30 or
€30 (as applicable) per series of Securities as set out in the
Offer to Purchase. In addition, holders whose Securities are
accepted will also receive Accrued Interest (as defined below) on
such Securities.
The early participation date for the Tender Offer was 5:00 p.m.
(New York City time), on November 20, 2023 (the “Early
Participation Date”). Subject to the terms and conditions set forth
in the Offer to Purchase, AIG will accept for payment up to the
Tender Cap Securities validly tendered and not validly withdrawn at
or prior to the Early Participation Date as shown in the table
above. AIG has elected to exercise its right to have an early
settlement. The date for payment in respect of such Securities will
be November 22, 2023 (the “Early Settlement Date”).
Upon the terms and subject to the conditions set forth in the
Offer to Purchase, holders whose Securities were validly tendered
and not validly withdrawn at or prior to the Early Participation
Date, and are accepted for purchase in the Tender Offer, will
receive the applicable Total Consideration, as set out above, for
each $1,000 or €1,000 principal amount of such Securities in cash
on the Early Settlement Date.
In addition to the applicable Total Consideration, such holders
whose Securities are accepted for purchase will receive a cash
payment equal to the accrued and unpaid interest on such Securities
from and including the immediately preceding interest payment date
for such Securities to, but excluding, the Early Settlement Date
(the “Accrued Interest”). Interest will cease to accrue on the
Early Settlement Date for all Securities that were validly tendered
and not validly withdrawn at or prior to the Early Participation
Date, and that are accepted for purchase in the Tender Offer.
Because the aggregate purchase price (excluding Accrued
Interest) payable for the aggregate principal amount of Securities
validly tendered prior to or at the Early Participation Date and
not validly withdrawn would exceed the Tender Cap, AIG will not
accept for purchase all Securities that have been tendered by the
Early Participation Date. AIG will accept for purchase all of the
2.500% Notes Due 2025 and the 3.900% Notes Due 2026 validly
tendered and not validly withdrawn as of the Early Participation
Date. Additionally, AIG will accept for purchase €179,054,000 in
aggregate principal amount of the 1.875% Notes Due 2027 validly
tendered and not validly withdrawn as of the Early Participation
Date on a prorated basis as described in the Offer to Purchase,
using a proration factor of approximately 36.14%. AIG will not
accept for purchase any other Securities tendered in the Tender
Offer. Any Securities tendered and not accepted for purchase will
be returned promptly to holders following the Early Settlement
Date.
The Tender Offer will expire at 5:00 p.m. (New York City time)
on December 6, 2023, unless extended or earlier terminated (such
date and time with respect to the Tender Offer, as the same may be
extended, the “Expiration Date”).
AIG has retained BofA Securities, Inc., Citigroup Global Markets
Inc. and U.S. Bancorp Investments Inc. as the Joint Lead Dealer
Managers and BNP Paribas Securities Corp., SG Americas Securities,
LLC and SMBC Nikko Securities America, Inc. as Co-Dealer Managers.
Ipreo LLC is the Information Agent and Tender Agent. For additional
information regarding the terms of the Tender Offer, please
contact: BofA Securities, Inc. at (888) 292-0070 (toll-free), (980)
387-3907 (collect for U.S. dollar securities) or +44 (207) 996 5420
(collect for euro securities); Citigroup Global Markets Inc. at
(800) 558-3745 (toll-free) or (212) 723-6106 (collect); or U.S.
Bancorp Investments, Inc. at (800) 479-3441 (toll-free) or (917)
558-2756 (collect). Requests for documents and questions regarding
the tendering of securities may be directed to Ipreo LLC by
telephone at (212) 849-3880 (for banks and brokers only) and (888)
593-9546 (for all others toll-free), by email at
ipreo-tenderoffer@ihsmarkit.com or to the Joint Lead Dealer
Managers at their respective telephone numbers.
This news release does not constitute an offer or an invitation
by AIG to participate in the Tender Offer in any jurisdiction in
which it is unlawful to make such an offer or solicitation.
Certain statements in this press release, including those
describing the completion of the Tender Offer, 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.
# # #
About AIG
American International Group, Inc. (AIG) is a leading global
insurance organization. AIG member companies provide insurance
solutions that help businesses and individuals in approximately 70
countries and jurisdictions protect their assets and manage risks.
For additional information, visit www.aig.com. This website with
additional information about AIG has been provided as a
convenience, and the information contained on such website is not
incorporated by reference into this press release. AIG common stock
is listed on the New York Stock Exchange.
AIG is the marketing name for the worldwide operations of
American International Group, Inc. 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 jurisdictions, and coverage is subject to
underwriting requirements and 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.
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version on businesswire.com: https://www.businesswire.com/news/home/20231121709375/en/
Quentin McMillan (Investors): quentin.mcmillan@aig.com Claire
Talcott (Media): claire.talcott@aig.com
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