American International Group, Inc. (NYSE:AIG) today announced
the results as of the Early Participation Date of its previously
announced cash tender offers for the junior subordinated debentures
issued or guaranteed by AIG listed in the table below under the
caption “Junior Tender Offer” (the “Junior Debt Securities”) and
the senior notes and debentures issued or guaranteed by AIG listed
in the table below under the caption “Senior Tender Offer” (the
“Senior Debt Securities” and, together with the Junior Debt
Securities, the “Securities”), pursuant to its offer to purchase
dated June 12, 2014 (the “Offer to Purchase”). AIG also announced
increases in the maximum aggregate principal amounts of Junior Debt
Securities and Senior Debt Securities AIG can purchase in the
tender offers. The maximum aggregate purchase price for securities
purchased in the Junior Tender Offer has been increased to $1.8
billion, and the maximum aggregate purchase price for securities
purchased in the Senior Tender Offer has been increased to $700
million.
As previously announced, the Early Participation Date for the
tender offers was 5:00 p.m., New York City time, on June 25, 2014.
The complete terms of the tender offers, including certain
capitalized terms used but not defined herein, are set forth in the
Offer to Purchase and, as applicable, the related letter of
transmittal. 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 validly tendered and did not withdraw their
Securities on or prior to the Early Participation Date, and whose
Securities are accepted for purchase pursuant to the tender offers,
will receive the Total Consideration set forth in the table below,
which includes an early participation amount of $50, £50 or €50 per
$1,000, £1,000 or €1,000 principal amount, as applicable, of
Securities validly tendered and accepted for purchase (the “Early
Participation Amount”). Holders validly tendering their Securities
after the Early Participation Date and on or prior to the
Expiration Date will not be entitled to receive the Early
Participation Amount. The Payment Date will be promptly following
the Expiration Date and is expected to be on or about July 14,
2014. Withdrawal rights for the tender offers have expired and have
not been extended.
As of the Early Participation Date, the principal amount of
Securities of each series outstanding and validly tendered and not
validly withdrawn, the Acceptance Priority Level (where applicable)
and the Total Consideration per $1,000, £1,000 or €1,000 principal
amount were as follows:
Percent of
Principal Principal Amount Acceptance
Amount Amount Outstanding Priority
Total Title of Security Security Identifier(s)
Outstanding Tendered Tendered FX Rate
Level
Consideration(1)
(in millions) (in millions)
Junior Tender Offer
5.75% Series A-2 JuniorSubordinated
Debentures
ISIN: XS0291641420 £244.0 £78.350 32.11% 1.6973 N/A
£1,051.34
8.000% Series A-7 JuniorSubordinated
Debentures
ISIN: XS0365324838 (144A)
XS0365323608 (Reg. S)
€127.0 €76.850 60.51% 1.3636 N/A €1,222.53 8.625% Series A-8 Junior
Subordinated Debentures
ISIN: XS0365317113 (144A)
XS0365314284 (Reg. S)
£138.2 £60.250 43.60% 1.6973 N/A £1,199.16 8½% Junior Subordinated
Debentures Due 2030
CUSIP: 00138GAA7
ISIN: US00138GAA76
$280.7 $31.880 11.36% N/A N/A $1,351.11 6.25% Series A-1 Junior
Subordinated Debentures
CUSIP: 026874BE6
ISIN: US026874BE68
$608.7 $126.945 20.86% N/A N/A $1,130.26 8.175% Series A-6 Junior
Subordinated Debentures
CUSIP: 026874BS5
U02687BW7 (Reg. S)
026874BR7 (144A)
ISIN: USU02687BW75 (Reg.
S)
US026874BR71 (144A)
$3,632.6 $870.359 23.96% N/A N/A $1,393.48
7.57% Junior SubordinatedDeferrable
InterestDebentures, Series A
CUSIP: 00138GAB5
ISIN: US00138GAB59
$272.3 $77.960 28.63% N/A N/A $1,334.00
8⅛% Junior SubordinatedDeferrable
InterestDebentures, Series B
CUSIP: 00138GAC3
ISIN: US00138GAC33
$445.0 $42.365 9.52% N/A N/A $1,409.38
Senior Tender Offer
8⅛% DebenturesDue April 28, 2023
CUSIP: 866930AB6
ISIN: US866930AB63
$100.0 $13.610 13.61% N/A 1 $1,306.00 6.765% Sterling NotesDue
November 15, 2017
ISIN:XS0827565663
ISIN: XS0702072900 (144A)
XS0702072819 (Reg. S)
£662.2 £123.443 18.64% 1.6973 2 £1,142.21 6.797% Euro NotesDue
November 15, 2017
ISIN: XS0827566711
ISIN: XS0702072140 (144A)
XS0702071928 (Reg. S)
€160.9 €98.432 61.18% 1.3636 3 €1,192.87 7½% Notes Due 2025
CUSIP: 026351AU0
ISIN: US026351AU04
$150.0 $14.404 9.60% N/A 4 $1,335.97 6.400% Notes Due 2020
CUSIP: 026874BW6
ISIN: US026874BW66
$1,500.0 $350.197 23.35% N/A 5 $1,209.69 6⅝% Notes Due 2029
CUSIP: 026351AZ9
ISIN: US026351AZ90
$150.0 $17.227 11.48% N/A 6 $1,256.67
5.850% Medium-TermNotes, Series G, due
January16, 2018
CUSIP: 02687QDG0
ISIN: US02687QDG01
$2,500.0 $322.637 12.91% N/A 7 $1,138.56 6.820% Dollar NotesDue
November 15, 2037
CUSIP: 026874CW5 (144A)
CUSIP: U02687 CJ5 (Reg.
S)
ISIN:US026874CW57
ISIN: US026874CE59 (144A)
ISIN: USU02687CJ55 (Reg.
S)
$256.2 $168.758 65.87% N/A 8 $1,363.54
5.60% Medium-Term Notes,Series G, due
October 18, 2016
CUSIP: 02687QBC1
ISIN: US02687QBC15
$750.0 $56.005 7.47% N/A 9 $1,099.07
(1) The Total Consideration payable for each $1,000, £1,000 or
€1,000 principal amount of Securities validly tendered on or prior
to the Early Participation Date and accepted for purchase includes
the Early Participation Amount and assumes a Payment Date of July
14, 2014. Holders whose 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.
The tender offers were oversubscribed. Accordingly, AIG will
accept all Junior Debt Securities validly tendered and not
withdrawn on a prorated basis, as described in the Offer to
Purchase. If no additional Securities are validly tendered after
the Early Participation Date, AIG will accept all Senior Debt
Securities validly tendered and not withdrawn with Acceptance
Priority Levels 1 through 4, and the Senior Debt Securities validly
tendered and not withdrawn with an Acceptance Priority Level of 5
will be accepted on a prorated basis, as described in the Offer to
Purchase. No Senior Debt Securities having Acceptance Priority
Levels of 6 to 9 will be accepted by AIG.
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 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.
American International Group, Inc.Investors:Liz Werner,
212-770-7074elizabeth.werner@aig.comorMedia:Molly Binenfeld,
212-770-3141molly.binenfeld@aig.com
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