American Equity Announces Public Offering of Common Stock with a Forward Component
August 04 2015 - 4:00PM
Business Wire
American Equity Investment Life Holding Company (NYSE: AEL) (the
“Company”) announced today that it has commenced an underwritten
public offering of 8,600,000 shares of common stock, of which
4,300,000 will be subject to the forward sale agreement described
below. In conjunction with this offering, the underwriters will be
granted a 30-day option to purchase up to 1,290,000 additional
shares of common stock.
In connection with the offering of its common stock, the Company
expects to enter into a forward sale agreement (and, to the extent
that the underwriters exercise their option to purchase additional
shares, the Company will enter into an additional forward sale
agreement) with an affiliate of RBC Capital Markets, LLC (the
“Forward Counterparty”), under which the Forward Counterparty or
its affiliate is expected to, subject to the satisfaction of
certain conditions, borrow from third parties and sell to the
underwriters 4,300,000 shares of the Company’s common stock.
Settlement of the forward sale agreement will occur on one or
more dates specified by the Company within approximately 12 months
after the date of the prospectus supplement relating to the
offering. Pursuant to the terms of the forward sale agreement, and
subject to the Company’s right to elect cash or net share
settlement, the Company plans to issue and deliver, upon physical
settlement of such forward sale agreement, 4,300,000 shares of its
common stock to the Forward Counterparty at the then-applicable
forward sale price. The remaining shares of common stock in the
offering will be newly issued by the Company.
The Company intends to use the net proceeds from the offering
for general corporate purposes, including contributions to the
capital and surplus of its life insurance subsidiaries.
RBC Capital Markets, LLC and J.P. Morgan Securities LLC will act
as lead book-running managers for the offering. Citigroup Global
Markets Inc., FBR Capital Markets & Co., Raymond James &
Associates, Inc. and SunTrust Robinson Humphrey, Inc. will act
as joint book-running managers for the offering, and Sandler
O’Neill + Partners, L.P. will act as co-manager for the
offering.
The offering is being made pursuant to an effective shelf
registration statement, previously filed by the Company with the
Securities and Exchange Commission (the “SEC”), and is being made
solely by means of a prospectus supplement and accompanying base
prospectus. A copy of the prospectus supplement and related base
prospectus may be obtained on the SEC’s website at www.sec.gov.
Alternatively, the underwriters will provide copies upon request
to: RBC Capital Markets, LLC, 200 Vesey Street, 8th Floor, New
York, New York 10281, Attention: Equity Syndicate, by telephone at
877-822-4089 or by email at equityprospectus@rbccm.com, or J.P.
Morgan Securities LLC, Attention: Prospectus Department, 1155 Long
Island Avenue, Edgewood, New York 11717, at (866) 803-9204.
This press release does not constitute an offer to sell or a
solicitation of an offer to buy the shares, and shall not
constitute an offer, solicitation or sale in any state or other
jurisdiction in which such an offer, solicitation or sale would be
unlawful.
Caution Regarding Forward-Looking Statements
This press release contains forward-looking statements within
the meaning of the Private Securities Litigation Reform Act of
1995. Forward-looking statements relate to future operations,
strategies, financial results or other developments, and are
subject to assumptions, risks and uncertainties. Statements such as
“guidance”, “expect”, “anticipate”, “believe”, “goal”, “objective”,
“target”, “may”, “should”, “estimate”, “projects” or similar words
as well as specific projections of future results qualify as
forward-looking statements. Factors that may cause the Company’s
actual results to differ materially from those contemplated by
these forward-looking statements can be found in the Company’s
Annual Report on Form 10-K for the year ended December 31, 2014
filed with the SEC. Forward-looking statements speak only as of the
date the statement was made and the Company undertakes no
obligation to update such forward-looking statements. There can be
no assurance that other factors not currently anticipated by the
Company will not materially and adversely affect its results of
operations. Investors are cautioned not to place undue reliance on
any forward-looking statements made by the Company or on its
behalf.
ABOUT AMERICAN EQUITY
American Equity Investment Life Holding Company, through its
wholly-owned operating subsidiaries, issues fixed annuity and life
insurance products, with a primary emphasis on the sale of fixed
index and fixed rate annuities. American Equity Investment Life
Holding Company, a New York Stock Exchange listed company (NYSE:
AEL), is headquartered in West Des Moines, Iowa.
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version on businesswire.com: http://www.businesswire.com/news/home/20150804006798/en/
American Equity Investment Life Holding
CompanyJohn M. Matovina, 515-457-1813Chief Executive
Officerjmatovina@american-equity.comorTed M. Johnson,
515-457-1980Chief Financial Officertjohnson@american-equity.com
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