AIG Prices $1.15B Junior Subordinated Debentures Offering

TL;DR

AIG just raised $1.15B via debt offering, likely for growth or to shore up finances.

AI Summary

On May 16, 2024, American International Group, Inc. (AIG) announced the pricing of its offering of $1.15 billion aggregate principal amount of 7.375% Fixed-to-Fixed Junior Subordinated Debentures due 2064. The company intends to use the net proceeds from this offering for general corporate purposes, which may include funding future acquisitions or other strategic initiatives.

Why It Matters

This debt issuance allows AIG to raise significant capital, potentially for strategic growth or to strengthen its financial position, which could impact its future operations and shareholder value.

Risk Assessment

Risk Level: medium — Issuing subordinated debt can increase financial leverage and interest expenses, potentially impacting profitability and financial flexibility.

Key Numbers

• $1.15B — Junior Subordinated Debentures (Amount raised by AIG)
• 7.375% — Fixed Interest Rate (Cost of the debt for AIG)
• 2064 — Maturity Date (Long-term nature of the debt)

Key Players & Entities

• American International Group, Inc. (company) — Registrant
• May 16, 2024 (date) — Report date and earliest event date
• $1.15 billion (dollar_amount) — Aggregate principal amount of debentures offered
• 7.375% (dollar_amount) — Interest rate of the debentures
• 2064 (date) — Maturity year of the debentures

FAQ

Key Financial Figures

• $2.50 — ch registered Common Stock, Par Value $2.50 Per Share AIG New York Stock Exchange
• $3,838,012,158.82 — o Nippon for aggregate consideration of $3,838,012,158.82 in cash (the " Transaction "). The clos

Filing Documents

• tm2414457d1_8k.htm (8-K) — 35KB
• tm2414457d1_ex10-1.htm (EX-10.1) — 382KB
• tm2414457d1_ex99-1.htm (EX-99.1) — 15KB
• tm2414457d1_ex99-2.htm (EX-99.2) — 12KB
• ex99-2img001.jpg (GRAPHIC) — 3KB
• 0001104659-24-062171.txt ( ) — 731KB
• aig-20240516.xsd (EX-101.SCH) — 3KB
• aig-20240516_def.xml (EX-101.DEF) — 26KB
• aig-20240516_lab.xml (EX-101.LAB) — 36KB
• aig-20240516_pre.xml (EX-101.PRE) — 25KB
• tm2414457d1_8k_htm.xml (XML) — 5KB

01. Entry into a Material Definitive Agreement

Item 1.01. Entry into a Material Definitive Agreement. Purchase Agreement On May 16, 2024, American International Group, Inc., a Delaware corporation (the " Company "), entered into a stock purchase agreement (the " Purchase Agreement ") with Nippon Life Insurance Company, a mutual company ( sougogaisha ) organized under the laws of Japan (" Nippon "), and Corebridge Financial, Inc., a Delaware corporation (" Corebridge "), pursuant to which, and upon the terms and subject to the conditions set forth therein, the Company agreed to sell 121,956,256 shares of Corebridge common stock, representing approximately 20% of the issued and outstanding Corebridge common stock at signing, to Nippon for aggregate consideration of $3,838,012,158.82 in cash (the " Transaction "). The closing of the Transaction is subject to the satisfaction or waiver of certain conditions, including the receipt of required regulatory approvals. The description of the Purchase Agreement in this report is qualified in its entirety by reference to the full text of the Purchase Agreement, which is attached as Exhibit 10.1 to this Current Report on Form 8-K and is incorporated by reference herein.

01. Other Events

Item 8.01. Other Events. Separation Agreement Amendment On May 16, 2024, in connection with the execution of the Purchase Agreement, the Company entered into an amendment (the " Separation Agreement Amendment ") to the Separation Agreement, dated as of September 14, 2022, by and between the Company and Corebridge. The description of the Separation Agreement Amendment in this report is qualified in its entirety by reference to the full text of the Separation Agreement Amendment, which is attached as Exhibit 99.1 to this Current Report on Form 8-K and is incorporated by reference herein. Press Release On May 16, 2024, the Company issued a press release announcing the Transaction. A copy of the press release is attached as Exhibit 99.2 to this Current Report on Form 8-K and is incorporated by reference herein.

01. Financial Statements and Exhibits

Item 9.01. Financial Statements and Exhibits. (d) Exhibits. 10.1* Stock Purchase Agreement, dated as of May 16, 2024, by and among American International Group, Inc., Corebridge Financial, Inc. and Nippon Life Insurance Company 99.1 Amendment, dated as of May 16, 2024, to Separation Agreement, by and between American International Group, Inc. and Corebridge Financial, Inc. 99.2 Press release of American International Group, Inc., dated May 16, 2024 104 Cover Page Interactive Data File (embedded within the Inline XBRL document). *Certain schedules and other similar attachments to this exhibit have been omitted from this filing pursuant to Item 601(a)(5) of Regulation S-K. The Company will provide a copy of such omitted documents to the Securities and Exchange Commission upon request. EXHIBIT INDEX Exhibit No. Description 10.1* Stock Purchase Agreement, dated as of May 16, 2024, by and among American International Group, Inc., Corebridge Financial, Inc. and Nippon Life Insurance Company 99.1 Amendment, dated as of May 16, 2024, to the Separation Agreement, by and between American International Group, Inc. and Corebridge Financial, Inc. 99.2 Press release of American International Group, Inc., dated May 16, 2024. 104 Cover Page Interactive Data File (embedded within the Inline XBRL document). *Certain schedules and other similar attachments to this exhibit have been omitted from this filing pursuant to Item 601(a)(5) of Regulation S-K. The Company will provide a copy of such omitted documents to the Securities and Exchange Commission upon request.

SIGNATURES

SIGNATURES 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. AMERICAN INTERNATIONAL GROUP, INC. (Registrant) Date: May 16, 2024 By: /s/ Christina Banthin Name: Christina Banthin Title: Senior Vice President and Corporate Secretary

View Full Filing

View this 8-K filing on SEC EDGAR