F&G Annuities & Life Issues New Senior and Subordinated Notes

TL;DR

F&G Annuities & Life just dropped new 2053 Senior Notes and 2065 Subordinated Notes. Big debt play.

AI Summary

On January 13, 2025, F&G Annuities & Life, Inc. entered into a material definitive agreement related to its financing. The company reported the issuance of Senior Notes due 2053 and Junior Subordinated Notes due 2065, indicating a significant financial transaction to fund its operations or growth.

Why It Matters

This filing indicates F&G Annuities & Life is raising capital through debt issuance, which could impact its leverage and future financial flexibility.

Risk Assessment

Risk Level: medium — Issuing new debt increases financial leverage and interest expense, which can be a risk if the company's earnings are not sufficient to cover payments.

Key Numbers

• 2053 — Senior Notes Maturity Year (Indicates long-term debt issuance.)
• 2065 — Junior Subordinated Notes Maturity Year (Indicates very long-term debt issuance.)

Key Players & Entities

• F&G Annuities & Life, Inc. (company) — Registrant
• January 13, 2025 (date) — Date of Report
• A7.950 Senior Notes Due 2053 (financial_instrument) — Debt Issuance
• A7.300 Junior Subordinated Notes Due 2065 (financial_instrument) — Debt Issuance

FAQ

Key Financial Figures

• $0.001 — on Which Registered F&G Common Stock, $0.001 par value FG New York Stock Exchange
• $375 million — blic offering (the "Notes Offering") of $375 million aggregate principal amount of its 7.300

Filing Documents

• fg-20250113.htm (8-K) — 38KB
• exhibit41-closing8xk.htm (EX-4.1) — 707KB
• exhibit42-closing8xk.htm (EX-4.2) — 138KB
• exhibit51-closing8xk.htm (EX-5.1) — 39KB
• 0001628280-25-001385.txt ( ) — 1237KB
• fg-20250113.xsd (EX-101.SCH) — 3KB
• fg-20250113_def.xml (EX-101.DEF) — 16KB
• fg-20250113_lab.xml (EX-101.LAB) — 29KB
• fg-20250113_pre.xml (EX-101.PRE) — 17KB
• fg-20250113_htm.xml (XML) — 5KB

01 Entry into a Material Definitive Agreement

Item 1.01 Entry into a Material Definitive Agreement. 7.300% Junior Subordinated Notes due 2065 On January 13, 2025, F&G Annuities & Life, Inc., a Delaware corporation ("F&G"), completed the public offering (the "Notes Offering") of $375 million aggregate principal amount of its 7.300% Junior Subordinated Notes due 2065 (the "Notes"). The Notes were registered pursuant to F&G's registration statement on Form S-3ASR (File No. 333-282432) (the "Registration Statement") filed with the Securities and Exchange Commission (the "SEC") on October 1, 2024 and were offered to the public pursuant to the prospectus supplement, dated January 6, 2025, to the prospectus, dated October 1, 2024, which forms a part of the Registration Statement. F&G intends to use the net proceeds from the offering of the Notes for general corporate purposes, including the repurchase, redemption or repayment at maturity of outstanding indebtedness. In connection with the offering of the Notes, F&G entered into an underwriting agreement, dated January 6, 2025 (the "Underwriting Agreement"), among F&G and Wells Fargo Securities, LLC, BofA Securities, Inc., J.P. Morgan Securities LLC, Morgan Stanley & Co. LLC and RBC Capital Markets, LLC, as representatives of the several underwriters named therein. A copy of the Underwriting Agreement was filed with the SEC as Exhibit 1.1 to F&G's Current Report on Form 8-K filed on January 7, 2025 and is incorporated by reference herein. Indenture The Notes were issued pursuant to an indenture, dated as of January 13, 2025 (the "Base Indenture"), between F&G and Citibank, N.A., as trustee (the "Trustee"), as supplemented by a First Supplemental Indenture, dated as of January 13, 2025 (the "Supplemental Indenture" and, together with the Base Indenture, the "Indenture"), between F&G and the Trustee. The Notes are the junior, unsecured, subordinated obligations of F&G. The Notes will bear interest at a rate equal to 7.300% per year, payable quarterly in arrears on

Forward-Looking Statements

Forward-Looking Statements This report contains forward-looking statements as that term is defined in the Private Securities Litigation Reform Act of 1995. Forward-looking statements include statements that are not related to present facts or current conditions or that are not historical facts, as well as statements that address activities, events, or developments that F&G anticipates will or may occur in the future, including, but not limited to, such things as the anticipated timing and closing of the Notes Offering and other such matters. You can identify forward-looking statements by words such as "believe," "expect," "anticipate," "intend," "plan," "estimate," "predict," "project," "seek," "outlook," "future," "will," "would," "should," "could," "may," "can have," "likely" and similar terms. Forward-looking statements include statements based on management's current expectations and assumptions about future events. Forward-looking statements are subject to known and unknown risks and uncertainties, many of which are beyond F&G's control, that could cause actual results to differ materially from those in or implied by the forward-looking statements. Factors that may cause such differences include the risks and uncertainties described in F&G's Annual Report on Form 10-K for the year ended December 31, 2023, as amended, F&G's Quarterly Reports on Form 10-Q for the quarterly periods ended March 31, 2024, June 30, 2024 and September 30, 2024 and the other reports and filings F&G makes with the SEC. These forward-looking statements speak only as of the date of this report. F&G disclaims any obligation to update or revise any forward-looking statement, whether as a result of new information, future developments, changes in assumptions or otherwise.

01 Financial Statements and Exhibits

Item 9.01 Financial Statements and Exhibits. (d) Exhibits. Exhibit Description 4.1 Indenture, dated as of January 13, 2025, between F&G Annuities & Life, Inc. and Citibank, N.A., as trustee. 4.2 First Supplemental Indenture relating to F&G Annuities & Life, Inc.'s 7.300% junior subordinated notes due 2065, dated as of January 13, 2025, between F&G Annuities & Life, Inc. and Citibank, N.A., as trustee. 4.3 Form of F&G Annuities & Life, Inc.'s 7.300% junior subordinated notes due 2065 (included in Exhibit 4.2). 5.1 Opinion of Skadden, Arps, Slate, Meagher & Flom LLP. 104 Cover Page Interactive Data File (embedded within the Inline XBRL document). SIGNATURE Pursuant to the requirements of the Securities Exchange Act of 1934, the Registrant has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized. F&G Annuities & Life, Inc. Date: January 13, 2025 By: /s/ Michael L. Gravelle Name: Michael L. Gravelle Title: Executive Vice President, General Counsel and Corporate Secretary

View Full Filing

View this 8-K filing on SEC EDGAR