AIG's Tender Offers: Reference Yields and Total Consideration Revealed

American International Group, Inc. (AIG) has announced the pricing terms for its tender offers to purchase certain outstanding notes, providing insight into the reference yields and total consideration for each series of notes. The Offers, which commenced on December 6, 2024, cover 12 different series of notes with varying acceptance priority levels, interest rates, and maturities. The Total Consideration for each series was calculated based on fixed spreads plus reference security yields.

The table below summarizes the applicable Reference Yields and Total Consideration for each series of Notes, as calculated at 10:00 a.m. on December 12, 2024, in accordance with the Offer to Purchase.

| Acceptance Priority Level | Title of Security | CUSIP/ISIN | Maturity Date | Principal Amount Outstanding (millions) | Reference Security | Reference Security Yield | Fixed Spread (basis points) | Bloomberg Reference Page | Total Consideration (2)(3) |
| --- | --- | --- | --- | --- | --- | --- | --- | --- | --- |
| 1 | 8.175% Series A-6 Junior Subordinated Debentures Due 2058 | 026874BS5 / US026874BS54 | May 15, 2038 | May 15, 2058 | $162.2 | 4.250% UST due 11/15/2034 | 4.304% | 195 bps | PX1 | $1,172.61 |
| 2 | 6.820% Notes Due 2037 | 026874CW5 / US026874CW57 | N/A | November 15, 2037 | $143.4 | 4.250% UST due 11/15/2034 | 4.304% | 95 bps | PX1 | $1,145.44 |
| 3 | 6.250% Notes Due 2036 | 026874AZ0 / US026874AZ07 | N/A | May 1, 2036 | $584.3 | 4.250% UST due 11/15/2034 | 4.304% | 80 bps | PX1 | $1,097.90 |
| 4 | 6.250% Series A-1 Junior Subordinated Debentures Due 2037 | 026874BE6 / US026874BE68 | N/A | March 15, 2037 | $37.7 | 4.250% UST due 11/15/2034 | 4.304% | 185 bps | PX1 | $1,008.06 |
| 5 | 5.750% Series A-9 Junior Subordinated Debentures Due 2048 | 026874DM6 / US026874DM66 | April 1, 2028 | April 1, 2048 | $750.0 | 4.125% UST due 11/30/2029 | 4.156% | 130 bps | PX1 | $1,008.66 |
| 6 | 4.800% Notes Due 2045 | 026874DF1 / US026874DF16 | January 10, 2045 | July 10, 2045 | $750.0 | 4.625% UST due 11/15/2044 | 4.599% | 80 bps | PX1 | $926.11 |
| 7 | 4.750% Notes Due 2048 | 026874DL8 / US026874DL83 | October 1, 2047 | April 1, 2048 | $1,000.0 | 4.250% UST due 8/15/2054 | 4.538% | 85 bps | PX1 | $915.84 |
| 8 | 4.700% Notes Due 2035 | 026874DE4 / US026874DE41 | January 10, 2035 | July 10, 2035 | $222.7 | 4.250% UST due 11/15/2034 | 4.304% | 85 bps | PX1 | $963.33 |
| 9 | 4.500% Notes Due 2044 | 026874DA2 / US026874DA29 | January 16, 2044 | July 16, 2044 | $746.6 | 4.625% UST due 11/15/2044 | 4.599% | 80 bps | PX1 | $892.11 |
| 10 | 4.375% Notes Due 2055 | 026874DB0 / US026874DB02 | July 15, 2054 | January 15, 2055 | $246.4 | 4.250% UST due 8/15/2054 | 4.538% | 120 bps | PX1 | $805.74 |
| 11 | 4.250% Notes Due 2029 | 026874DN4 / US026874DN40 | December 15, 2028 | March 15, 2029 | $191.8 | 4.125% UST due 11/30/2029 | 4.156% | 60 bps | PX1 | $980.68 |
| 12 | 4.200% Notes Due 2028 | 026874DK0 / US026874DK01 | January 1, 2028 | April 1, 2028 | $341.0 | 4.125% UST due 11/30/2029 | 4.156% | 45 bps | PX1 | $987.67 |



The Total Consideration for each series of Notes varies significantly due to differing interest rates and maturities. Notes with higher interest rates and longer maturities tend to have higher Total Considerations. Additionally, the acceptance priority level influences the likelihood of a note series being accepted for purchase, with higher priority levels (lower numbers) increasing the chances of acceptance. The Maximum Purchase Condition (MPC) also plays a crucial role in determining which series of Notes will be accepted, potentially limiting the total amount of Notes accepted for purchase.