XML 223 R26.htm IDEA: XBRL DOCUMENT v2.4.0.6
DEBT OUTSTANDING
12 Months Ended
Dec. 31, 2012
DEBT OUTSTANDING  
DEBT OUTSTANDING

15. DEBT OUTSTANDING

 

AIG's long-term debt is denominated in various currencies, with both fixed and variable interest rates. Long-term debt is carried at the principal amount borrowed, including unamortized discounts, hedge accounting valuation adjustments and fair value adjustments, where applicable. The interest rates presented in the following table reflect the range of contractual rates in effect at year end, including fixed and variable rate issuances.

The following table lists our total debt outstanding at December 31, 2012 and 2011. The interest rates presented in the following table are the range of contractual rates in effect at year end, including fixed and variable-rates:

 
   
   
   
   
 
   
Year Ended December 31, 2012
(in millions)Interest Rate(s)
  Range of
  Maturity
Date(s)

  Balance at
December 31, 2012

  Balance at
December 31, 2011

 
   

Debt issued or guaranteed by AIG:

                       

AIG general borrowings:

                       

Notes and bonds payable

  2.50% - 8.13%     2013 - 2097   $ 14,084   $ 12,725  

Subordinated debt

  2.38%     2015     250      

Junior subordinated debt(a)

  4.88% - 8.63%     2037 - 2058     9,416     9,327  

Loans and mortgages payable

  1.09% - 9.00%     2013 - 2015     79     234  

SunAmerica Financial Group, Inc. notes and bonds payable

  6.63% - 7.50%     2025 - 2029     298     298  

Liabilities connected to trust preferred stock

  7.57% - 8.50%     2030 - 2046     1,339     1,339  
   

Total AIG general borrowings

          25,466     23,923  
   

AIG borrowings supported by assets:

                       

MIP notes payable

  0.38% - 8.59%     2013 - 2018     9,296     10,147  

Series AIGFP matched notes and bonds payable

  0.06% - 8.25%     2013 - 2052     3,544     3,807  

GIAs, at fair value(b)

  3.50% - 9.80%     2013 - 2047     6,501     7,964  

Notes and bonds payable, at fair value(b)

  0.18% - 10.37%     2013 - 2053     1,554     2,316  

Loans and mortgages payable, at fair value

              486  
   

Total AIG borrowings supported by assets

          20,895     24,720  
   

Total debt issued or guaranteed by AIG

          46,361     48,643  
   

Debt not guaranteed by AIG:

                       

ILFC:

                       

Notes and bonds payable, ECA Facility, bank financings and other secured financings

  0.50% - 8.88%     2013 - 2025         23,365  

Junior subordinated debt

  4.54% - 6.25%     2065         999  
   

Total ILFC debt(c)

              24,364  
   

Other subsidiaries notes, bonds, loans and mortgages payable

  0.24% - 8.29%     2013 - 2060     325     393  
   

Debt of consolidated investments(d)

  0.03% - 7.15%     2013 - 2035     1,814     1,853  
   

Total debt not guaranteed by AIG

          2,139     26,610  
   

Total long term debt

        $ 48,500   $ 75,253  
   

(a)     We may currently redeem our 6.45% Series A-4 and our 7.7% Series A-5 junior subordinated debt at their respective principal amounts plus unpaid accrued interest on any of their respective interest payment dates. The remaining junior subordinated debt is subject to call options that range from 2017-2038 and if we do not exercise these call options, the interest rate will change from the referenced fixed interest rate to a floating rate. See further discussion under Junior Subordinated Debt below.

(b)     DIB notes and bonds include structured debt instruments whose payment terms are linked to one or more financial or other indices (such as equity index or commodity index or another measure that is not considered to be clearly and closely related to the debt instrument). The DIB economically hedges its notes, bonds, and GIAs. As a result, certain of the interest rate or currency exposures are hedged with floating rate instruments so the stated rates may not reflect the all-in cost of funding after taking into account the related hedges.

(c)     Excludes $24.3 billion of debt for ILFC at December 31, 2012 which has been reclassified to Liabilities of businesses held for sale.

(d)     At December 31, 2012 and 2011, includes debt of consolidated investments held through AIG Global Real Estate Investment Corp., AIG Credit Corp. and SunAmerica of $1.5 billion, $176 million and $133 million and $1.5 billion, $233 million and $91 million, respectively.

The following table presents maturities of long-term debt (including unamortized original issue discount, hedge accounting valuation adjustments and fair value adjustments, when applicable), excluding $1.8 billion in borrowings of consolidated investments:

   
 
   
  Year Ending  
December 31, 2012
(in millions)
   
 
  Total
  2013
  2014
  2015
  2016
  2017
  Thereafter
 
   

General borrowings:

                                           

Notes and bonds payable

  $ 14,084   $ 1,469   $ 500   $ 999   $ 1,738   $ 1,455   $ 7,923  

Subordinated debt

    250             250              

Junior subordinated debt

    9,416                         9,416  

Loans and mortgages payable

    79     77         2              

SAFG, Inc. notes and bonds payable

    298                         298  

Liabilities connected to trust preferred stock

    1,339                         1,339  
   

AIG general borrowings

  $ 25,466   $ 1,546   $ 500   $ 1,251   $ 1,738   $ 1,455   $ 18,976  
   

Borrowings supported by assets:

                                           

MIP notes payable

    9,296     851     1,613     1,021     1,329     3,971     511  

Series AIGFP matched notes and bonds payable

    3,544     3                     3,541  

GIAs, at fair value

    6,501     380     585     601     321     260     4,354  

Notes and bonds payable, at fair value

    1,554     366     31     193     329     104     531  

Loans and mortgages payable, at fair value

                             
   

AIG borrowings supported by assets

    20,895     1,600     2,229     1,815     1,979     4,335     8,937  
   

Other subsidiaries notes, bonds, loans and mortgages payable

    325     43     11     22     3     5     241  
   

Total

  $ 46,686   $ 3,189   $ 2,740   $ 3,088   $ 3,720   $ 5,795   $ 28,154  
   

Uncollateralized and collateralized notes, bonds, loans and mortgages payable consisted of the following:

   
At December 31, 2012
(in millions)
  Uncollateralized
Notes/Bonds/Loans
Payable

  Collateralized
Loans and
Mortgages Payable

  Total
 
   

AIG general borrowings

  $ 79   $   $ 79  

Other subsidiaries notes, bonds, loans and mortgages payable*

    104     221     325  
   

Total

  $ 183   $ 221   $ 404  
   

*         AIG does not guarantee any of these borrowings.

 

Junior Subordinated Debt

 

During 2007 and 2008, we issued an aggregate of $12.5 billion of junior subordinated debentures denominated in U.S. dollars, British Pounds and Euros in eight series of securities. In November 2011, we exchanged specified series of our outstanding junior subordinated debentures for newly issued senior notes pursuant to an exchange offer. In particular,we exchanged (i) $312 million aggregate principal amount of our outstanding Series A-1 Junior Subordinated Debentures for $256 million aggregate principal amount of our new 6.820% Dollar notes due November 15, 2037, (ii) £812 million ($1.26 billion at the December 31, 2011 exchange rate) aggregate principal amount of our outstanding Series A-2 and Series A-8 Junior Subordinated Debentures for £662 million ($1.03 billion at the December 31, 2011 exchange rate) aggregate principal amount of our new 6.765% Sterling notes due November 15, 2017 and (iii) €591 million ($766 million at the December 31, 2011 exchange rate) aggregate principal amount of our outstanding Series A-3 Junior Subordinated Debentures for €421 million ($545 million at the December 31, 2011 exchange rate) aggregate principal amount of our new 6.797% Euro notes due November 15, 2017. This exchange resulted in a pre-tax gain on extinguishment of debt of approximately $484 million, which is reflected in Net loss on extinguishment of debt in the Consolidated Statement of Operations and a deferred gain of $65 million, which will be amortized as a reduction to future interest expense.

In connection with the issuance of the eight series of junior subordinated debentures, we had entered into replacement capital covenants (the Original RCCs) for the benefit of the holders of "covered debt" (a designated series of our notes). The Original RCCs provided that we would not repay, redeem, or purchase the applicable series of junior subordinated debentures on or before a specified date, unless we issued certain replacement capital securities. In August 2012, we issued an aggregate of $250 million of 2.375% Subordinated Notes due 2015 (the Subordinated Notes), which upon their issuance became the "covered debt" under the Original RCCs. The holders of the newly issued Subordinated Notes, as the holders of the "covered debt" under the Original RCCs, consented to amendments to each of those Original RCCs that deleted all of the covenants that restricted our ability to repay, redeem or purchase the applicable series of the junior subordinated debentures.

We have entered into new replacement capital covenants (the New RCCs) for the initial benefit of the holders of the Subordinated Notes, in connection with our 5.75% Series A-2 Junior Subordinated Debentures and our 4.875% Series A-3 Junior Subordinated Debentures. We covenant in each New RCC that, subject to certain exceptions, we will not repay, redeem or purchase, and that none of our subsidiaries will purchase, the applicable series of junior subordinated debentures prior to the scheduled termination date of that New RCC, unless since the date 360 days prior to the date of that repayment, redemption or purchase, we have received a specified amount of net cash proceeds from the sale of common stock or certain other qualifying securities that have certain characteristics that are at least as equity-like as the applicable characteristics of the applicable series of junior subordinated debentures, or we or our subsidiaries have issued a specified amount of common stock in connection with the conversion or exchange of certain convertible or exchangeable securities.

We may currently redeem our 6.45% Series A-4 Junior Subordinated Debentures and our 7.70% Series A-5 Junior Subordinated Debentures, in whole or in part, at their respective principal amounts plus accrued and unpaid interest through the date of redemption.

 

Liabilities Connected To Trust Preferred Stock

 

In connection with our acquisition of SunAmerica Financial Group, Inc. (SAFG, Inc.) in 2001, we entered into arrangements with SAFG, Inc. with respect to outstanding SAFG, Inc. capital securities. In 1996, SAFG, Inc. issued capital securities through a trust to institutional investors and funded the trust with SAFG, Inc. junior subordinated debentures issued to the trust. SAFG, Inc. guaranteed payments to the holders of capital securities only to the extent (i) the trust received payments on the debentures and (ii) these payments were available for the trust to pay to holders of capital securities. In 2001, AIG Parent guaranteed the same payments to the holders of capital securities. Like the SAFG, Inc. guarantee, the AIG Parent guarantee only applies to any payments actually made to the trust in respect of the debentures. If no payments are made on the debentures, AIG Parent is not required to make any payments to the trust. AIG Parent also guaranteed the debentures pursuant to a guarantee that is expressly subordinated to certain SAFG, Inc. senior debt securities. Under the AIG Parent guarantee, AIG Parent is not required to make any payments in respect of the debentures if such payment would be prohibited by the subordination provisions of the debentures. As a result, AIG Parent will never be required to make a payment under its guarantee of the debentures for so long as SAFG, Inc. is prohibited from making a payment on the debentures.

At December 31, 2012, the preferred stock outstanding consisted of $300 million liquidation value of 8.5 percent preferred stock issued by American General Capital II in June 2000, $500 million liquidation value of 8.125 percent preferred stock issued by American General Institutional Capital B in March 1997 and $500 million liquidation value of 7.57 percent preferred stock issued by American General Institutional Capital A in December 1996.

 

Credit Facilities

 

On October 5, 2012, we terminated our previously outstanding $1.5 billion 364-Day syndicated credit facility and amended and restated the four-year syndicated credit facility that was entered into in October 2011 (the Previous Facility). The amended and restated four-year syndicated credit facility, the Four-Year Facility, provides for $4.0 billion of unsecured revolving loans (increased from $3.0 billion in the Previous Facility), which includes a $2.0 billion letter of credit sublimit (increased from $1.5 billion in the Previous Facility). The approximately $1.0 billion of previously issued letters of credit under the Previous Facility were rolled into the letter of credit sublimit within the Four-Year Facility. As a result, a total of approximately $3.0 billion remains available under the Four-Year Facility, of which approximately $1.0 billion remains available for letters of credit. We expect that we may draw down on the Four-Year Facility from time to time, and may use the proceeds for general corporate purposes. The Four Year Facility also provides for the issuance of letters of credit. The Four-Year Facility is summarized in the following table.

   
December 31, 2012
(in millions)
Facility
  Size
  Available
Amount

  Expiration
  Effective
Date

 
   

Four-Year Syndicated Credit Facility

  $ 4,000   $ 3,037     October 2016     10/05/2012