American Equity Announces Relaunch of Proposed $400 Million Offering of Notes
American Equity Investment Life Holding Company (NYSE: AEL) (“American Equity” or the “Company”), a leading underwriter of index and fixed rate annuities, announced today that it intends to relaunch its public offering of senior unsecured notes due 2021 (the “Notes”) pursuant to an effective shelf registration statement filed with the Securities and Exchange Commission (the “SEC”). In addition, the aggregate principal amount of the offering was increased to $400 million from the previously announced $250 million.
The Company intends to use the net proceeds of the offering of the Notes: (i) to pay the cash consideration required to purchase the Company's 5.25% Contingent Convertible Senior Notes due 2029 (the “December 2029 Notes”) tendered in connection with an offer to exchange (the “2029 Exchange Offer”) any and all of the Company's outstanding December 2029 Notes for cash and newly issued shares of common stock if the Company commences such an offer, (ii) to pay the cash consideration required to purchase the Company's 3.5% Convertible Senior Notes due 2015 (the “September 2015 Notes”) tendered in connection with an offer to exchange (the “2015 Exchange Offer”) any and all of the Company's outstanding September 2015 Notes for cash and newly issued shares of common stock if the Company commences such an offer, (iii) to repay all amounts outstanding under the Company's existing revolving credit facility, (iv) to pay related fees and expenses and (v) for general corporate purposes. The Company is under no obligation to commence the 2029 Exchange Offer or the 2015 Exchange Offer, and the offering of the Notes is not conditioned upon the commencement or completion of the 2029 Exchange Offer or the 2015 Exchange Offer. The Company's decision to commence the 2029 Exchange Offer or the 2015 Exchange Offer will depend on market conditions and other factors. In the alternative or in addition, the Company may use the net proceeds of the offering of the Notes to tender for, redeem or repurchase the December 2029 Notes or the September 2015 Notes at a later date.
J.P. Morgan Securities LLC will act as sole book-running manager of the offering, and SunTrust Robinson Humphrey, Inc., Citigroup Global Markets Inc., Deutsche Bank Securities Inc., FBR Capital Markets & Co. and Raymond James & Associates, Inc. will act as co-managers of the offering. The offering is being made pursuant to an effective shelf registration statement, previously filed by the Company with the Securities and Exchange Commission, and is being made solely by means of a prospectus supplement and accompanying prospectus. A copy of the prospectus supplement and related base prospectus may be obtained on the SEC's website at www.sec.gov. Alternatively, the underwriters will provide copies upon request to: J.P. Morgan Securities LLC at 1-800-245-8812 or by mail to Broadridge Financial Solutions, 1155 Long Island Avenue, Edgewood, NY 11787, Attention: Post-Sale Fulfillment.
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