Item 1.01
Entry Into a Material Definitive Agreement
On August 11, 2016, Ameriprise Financial, Inc. (the “Company”) issued $500,000,000 principal amount of 2.875% Senior Notes due 2026 (the “Notes”). The Notes were issued in the form filed as Exhibit 4.1 hereto and were sold pursuant to the Underwriting Agreement (the “Underwriting Agreement”) which the Company entered into on August 8, 2016 with Citigroup Global Markets Inc., J.P. Morgan Securities LLC and Wells Fargo Securities, LLC, as representatives of the several underwriters named therein (collectively, the “Underwriters”). The Underwriting Agreement is attached hereto as Exhibit 1.1 and is incorporated herein by reference.
The Underwriting Agreement includes customary representations, warranties and covenants by the Company. It also provides for customary indemnification by each of the Company and the Underwriters against certain liabilities and customary contribution provisions in respect of those liabilities.
The Notes sold pursuant to the Underwriting Agreement will be governed by the terms of an Indenture, dated as of May 5, 2006, entered into with U.S. Bank National Association, as trustee. The Notes will be senior unsecured obligations of the Company and will rank prior to all of the Company’s subordinated indebtedness and on an equal basis with all of the Company’s other senior unsecured indebtedness. Interest on the Notes will accrue at a rate of 2.875% per annum and will be payable semi-annually in arrears on each March 15 and September 15, commencing March 15, 2017.
The Company may, at any time and from time to time, redeem the Notes, in whole or in part at its option, on not less than 30 nor more than 60 days’ prior notice mailed to the holders of the Notes at the applicable redemption price described below, in each case plus accrued and unpaid interest to the date of redemption:
(i)
At any time before June 15, 2026 (the “Par Call Date”), the Notes will be redeemable at a redemption price equal to the greater of (1) 100% of the principal amount of the Notes to be redeemed or (2) the sum of the present values of the remaining scheduled payments of principal and interest on the Notes to be redeemed that would, but for such redemption, be due after the related redemption date but before the Par Call Date (except that, if such redemption date is not an interest payment date, the amount of the next succeeding scheduled interest payment will be reduced by the amount of interest accrued thereon to the redemption date), discounted to the redemption date on a semi-annual basis (assuming a 360-day year consisting of twelve 30-day months) at the applicable Treasury rate plus 20 basis points.
(ii)
At any time on or after the Par Call Date, the Notes will be redeemable at a redemption price equal to 100% of the principal amount of the Notes to be redeemed.
Delivery of the Notes in book-entry form only through the facilities of The Depository Trust Company was made on August 11, 2016. A copy of the form of the Notes is attached hereto as Exhibit 4.1 and is incorporated herein by reference.