AIG starts 15 separate tender offers for up to $1 billion of notes

Chicago, Nov. 8 – American International Group, Inc. is offering to buy up to $1 billion of notes in 15 separate cash tender offers, with acceptance of tendered notes subject to priority level ranking, according to a press release.

The notes were originally issued by AIG, SunAmerica Inc. or Validus.

The company is offering to buy notes from the following series, listed by acceptance priority level, and originally issued by AIG except where noted:

• £59 million outstanding 5.75% series A-2 junior subordinated debentures due March 15, 2037 (Cusip: 026874BF3) with a first par call date on March 15, 2017 to be repurchased at £975 per £1,000 note;

• €163 million outstanding 4.875% series A-3 junior subordinated debentures due March 15, 2037 (Cusip: 026874BG1) with a first par call date on March 15, 2017 to repurchased at €977.50 per €1,000 note;

• $12 million outstanding 7.05% notes due Dec. 1, 2025 (Cusip: 86703QBJ9) issued by SunAmerica to be repurchased at a price calculated using the 1.125% U.S. Treasury due Oct. 31, 2026 with no additional margin;

• $8 million outstanding 7% notes due Feb. 13, 2026 (Cusip: 86703QBN0) issued by SunAmerica to be repurchased at a price calculated using the 1.125% U.S. Treasury due Oct. 31, 2026 with no additional margin;

• $62 million outstanding 8.125% debentures due April 28, 2023 (Cusip: 866930AB6) issued by SunAmerica to be repurchased at a price calculated using the 0.375% U.S. Treasury due Oct. 31, 2023 with no additional margin;

• $250 million outstanding 8.875% senior notes due Jan. 26, 2040 (Cusip: 91915WAB8) issued by Validus to be repurchased at a price calculated using the 1.75% U.S. Treasury due Aug. 15, 2041 plus 165 basis points;

• $107 million outstanding 6.25% series A-1 junior subordinated debentures due March 15, 2037 (Cusip: 026874BE6) to be repurchased at $1,200 per $1,000 note;

• $438 million outstanding 8.175% series A-6 junior subordinated debentures due May 15, 2058 (Cusip: 026874BS5) with a May 15, 2038 first par call date to be repurchased at $1,500 per $1,000 note;

• $818 million outstanding 6.25% notes due May 1, 2036 (Cusip: 026874AZ0) to be repurchased at a price calculated using the 1.25% U.S. Treasury due Aug. 15, 2031 plus 125 bps;

• $177 million outstanding 6.82% notes due Nov. 15, 2037 (Cusip: 026874CW5) to be repurchased at a price calculated using the 1.75% U.S. Treasury due Aug. 15, 2041 plus 130 bps;

• $750 million outstanding 4.2% notes due April 1, 2028 (Cusip: 026874DK0) to be repurchased at a price calculated using the 1.25% U.S. Treasury due Aug. 15, 2031 plus 25 bps and the first par call date on Jan. 1, 2028;

• $600 million outstanding 4.25% notes due March 15, 2029 (Cusip: 026874DN4) to be repurchased at a price calculated using the 1.25% U.S. Treasury due Aug. 15, 2031 plus 45 bps and the first par call date on Dec. 15, 2028;

• £500 million outstanding 5% notes due April 26, 2023 (ISIN: XS0252367775) to be repurchased at a price calculated using the 0.125% U.K. Treasury due Jan. 31, 2023 plus 35 bps;

• $500 million outstanding 4.7% notes due July 10, 2035 (Cusip: 026874DE4) to be repurchased at a price calculated using the 1.25% U.S. Treasury due Aug. 15, 2031 plus 120 bps and the first par call date on Jan. 10, 2035; and

• $1 billion outstanding 4.125% notes due Feb. 15, 2024 (Cusip: 026874CY1) to be repurchased at a price calculated using the 0.625% U.S. Treasury due Oct. 15, 2024 plus 15 bps.

Pricing will be determined at 10 a.m. ET on Nov. 17.

Interest will be paid to the initial settlement date.

The offers are scheduled to expire at 5 p.m. ET on Nov. 17, also the withdrawal deadline.

There are guaranteed delivery procedures for the tender offer. The deadline to validly tender notes is 5 p.m. ET on Nov. 19.

The initial settlement date is Nov. 19.

For guaranteed delivery, settlement is planned for Nov. 23.

Notes in a series will not be prorated. Therefore, a certain series that has a higher acceptance priority level may not have tenders accepted when tenders from a lower-ranked series are potentially accepted.

Barclays (800 438-3242, 212 528-7581), BNP Paribas Securities Corp. (888 210-4358, 212 841-3059) and Wells Fargo Securities, LLC (866 309-6316, 704 410-4756) will serve as lead dealer managers.

ANZ Securities, Inc., nabSecurities, LLC and Standard Chartered Bank are working as co-dealer managers.

Ipreo LLC is the tender and information agent (888 593-9546, 212 849-3880, ipreo@tenderoffer@ihsmarkit.com).

AIG is a New York-based insurance provider.

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