8-KMaterial AgreementsFinancial EventsExhibits & Filings

AMERICAN INTERNATIONAL GROUP, INC. 8-K Report, Material Agreement (May 13, 2022)

Filed May 13, 2022For Securities:AIG

Summary

This 8-K filing from American International Group (AIG) on May 13, 2022, primarily concerns the entry into a new material definitive agreement by its majority-owned subsidiary, Corebridge Financial, Inc. (Corebridge). Corebridge, which holds AIG's Life and Retirement business, has secured a five-year, $2.5 billion revolving credit facility that can be increased to $3.0 billion under certain conditions. This facility is a key step in AIG's previously announced intention to separate its Life and Retirement business. The credit agreement offers flexibility for borrowings and letters of credit for general corporate purposes. It includes covenants related to Corebridge's financial health, such as maintaining minimum net worth and limits on total debt. The agreement also specifies borrowing interest rates based on SOFR, SONIA, or EURIBOR, depending on the currency, and includes provisions for maturity adjustments tied to a potential Corebridge initial public offering (IPO). As of the filing date, no amounts were drawn under this facility, meaning the full $2.5 billion remained available.

Key Highlights

  • 1Corebridge Financial, Inc., AIG's Life and Retirement holding company, entered into a $2.5 billion revolving credit agreement.
  • 2The credit facility has a five-year term, maturing on May 12, 2027, with potential early maturity if a Corebridge IPO doesn't occur by December 29, 2023.
  • 3The total commitment under the agreement can be increased by up to $500 million, to a maximum of $3.0 billion.
  • 4Proceeds from the credit facility are intended for Corebridge's general corporate purposes and to support potential letters of credit.
  • 5The agreement includes covenants requiring Corebridge to maintain a specified minimum consolidated net worth and limits on consolidated total debt.
  • 6Borrowing interest rates are variable, based on benchmarks like SOFR, SONIA, or EURIBOR, plus applicable spreads and fees.
  • 7No borrowings or letters of credit were outstanding under the facility as of the filing date, making the full $2.5 billion available.

Frequently Asked Questions

The main purpose of this 8-K filing is to announce that AIG's majority-owned subsidiary, Corebridge Financial, Inc., has entered into a significant credit agreement. This is a material definitive agreement that provides financial flexibility for Corebridge as AIG progresses with its plan to separate its Life and Retirement business.

Corebridge has secured a revolving credit facility with an initial total commitment of $2.5 billion. This commitment can be increased by up to an additional $500 million under specific conditions, bringing the potential total to $3.0 billion.

The credit agreement requires Corebridge to maintain a specified minimum consolidated net worth and adhere to limits on its consolidated total debt relative to its consolidated total capitalization. It also includes customary covenants regarding liens and fundamental changes.

Yes, the maturity date of the loans under the credit agreement is linked to a potential initial public offering (IPO) of Corebridge. If a Corebridge IPO has not occurred by December 29, 2023, the loans will mature on that date; otherwise, they mature on May 12, 2027.