8-KMaterial AgreementsOther EventsExhibits & Filings

AMERICAN INTERNATIONAL GROUP, INC. 8-K Report, Material Agreement (Mar 6, 2012)

Filed March 6, 2012For Securities:AIG

Summary

American International Group, Inc. (AIG) has filed an 8-K report detailing a significant transaction involving its stake in AIA Group Limited (AIA). The company announced the pricing of the sale of 1.72 billion ordinary shares of AIA to institutional investors. This sale is expected to generate gross proceeds of approximately $6.0 billion. The proceeds will be primarily used by AIG to reduce the outstanding balance owed to the U.S. Department of the Treasury on its preferred equity interest in the special purpose vehicle that holds the AIA shares. This transaction is a key step for AIG in managing its financial obligations and potentially deleveraging its balance sheet.

Key Highlights

  • 1AIG priced the sale of 1.72 billion ordinary shares of AIA Group Limited for approximately $6.0 billion.
  • 2The sale is scheduled to close on March 8, 2012, subject to customary closing conditions.
  • 3Proceeds from the sale will be used to reduce AIG's debt to the U.S. Department of the Treasury.
  • 4AIG has entered into a Letter Agreement with the U.S. Department of the Treasury to obtain consent for the sale of AIA shares.
  • 5AIG is restricted from selling its remaining AIA shares until September 4, 2012, with certain exceptions.
  • 6The AIA shares are being sold via a placing to certain institutional investors and are not registered under the Securities Act of 1933.

Frequently Asked Questions

The primary purpose of selling AIA shares is to generate funds to repay a portion of AIG's debt owed to the U.S. Department of the Treasury, specifically reducing the balance due on the Treasury's preferred equity interest in the special purpose vehicle holding AIA shares.

AIG expects to receive gross proceeds of approximately $6.0 billion from the sale of 1.72 billion AIA ordinary shares.

The sale is scheduled to close on March 8, 2012, provided that customary closing conditions are met.

Yes, AIG is restricted from selling any of its remaining ordinary shares of AIA until September 4, 2012. This restriction is subject to customary exceptions, including the need to obtain prior consent from certain lead managers of the placing.