AIG 2013 Annual Report Download - page 316

On January 14, 2011, we completed the Recapitalization in which the Series C Perpetual, Convertible, Participating
Preferred Stock, par value $5.00 per share (the Series C Preferred Stock), Series E Fixed Rate Non-Cumulative
Perpetual Preferred Stock, par value $5.00 per share (the Series E Preferred Stock) and the Series F Preferred
Stock were exchanged for AIG Common Stock and the Series G Cumulative Mandatory Convertible Preferred Stock,
par value $5.00 per share (the Series G Preferred Stock) was issued. In connection with the Recapitalization, we
repaid all amounts outstanding under the FRBNY Credit Facility. In connection with the May 2011 AIG Common
Stock Offering (described below under AIG Common Stock Offerings by the Department of the Treasury and AIG
Purchases of AIG Common Stock in 2012), the Series G Preferred Stock was cancelled.
The following table presents the principal Consolidated Balance Sheet line items affected by the
Recapitalization on January 14, 2011, further described in Note 24 herein:
Other assets $ (24,297) $ (6,140)(b) $ – $ (30,437)
Other liabilities (325) – – (325)
Federal Reserve Bank of New York credit
facility (20,689) – – (20,689)
Redeemable noncontrolling nonvoting,
callable, junior preferred interests held by
Department of Treasury – 20,292 – 20,292
AIG shareholders’ equity:
Preferred stock
Series C preferred stock – – (23,000) (23,000)
Series E preferred stock – – (41,605) (41,605)
Series F preferred stock – 20,292 (7,378) (7,378)
(20,292)
Series G preferred stock; 20,000 shares
issued; liquidation value $0(d) –– – –
Common stock – – 4,138 4,138
Additional paid-in capital – – 67,845 67,845
Retained Earnings (3,283) – – (3,283)
Noncontrolling nonvoting, callable, junior and
senior preferred interests held by Federal
Reserve Bank of New York – (26,432) – (26,432)
Shares outstanding 1,655,037,962 1,655,037,962
(a) Repayment and Termination of the FRBNY Credit Facility — Funds held in escrow and included in Other assets from the AIA IPO and the
ALICO sale were used to repay the FRBNY Credit Facility. The adjustments to Other assets and Accumulated deficit reflects the write-off of the
unamortized portion of the net prepaid commitment fee asset.
(b) Repurchase and Exchange of SPV Preferred Interests — We used remaining net cash proceeds from the AIA IPO and the ALICO sale to pay
down a portion of the liquidation preference on the SPV Preferred Interests held by the FRBNY and drew down approximately $20.3 billion under
the Department of the Treasury Commitment (Series F) to repurchase the FRBNY’s remaining SPV Preferred Interests, which we then transferred to
the Department of the Treasury as part of the consideration for the exchange of the Series F Preferred Stock.
(c) Exchange of our Series C, E and F Preferred Stock for AIG Common Stock. The adjustments represent the exchange of Series C Preferred
Stock, Series E Preferred Stock, and Series F Preferred Stock for AIG Common Stock. As a result of the Recapitalization, the Department of the
Treasury acquired 1,655,037,962 shares of newly issued AIG Common Stock.
(d) In connection with the May 2011 AIG Common Stock offering and sale, the Series G Preferred Stock was cancelled.
Preferred Stock and Recapitalization
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AIG 2013 Form 10-K298
ITEM 8 / NOTE 16. EQUITY
Effect of Recapitalization
Repayment Repurchase Exchange
and and Exchange of Preferred
Termination of SPV Stock for
Increase (Decrease) of FRBNY Preferred Common Total Effect of
(in millions) Credit Facility(a) Interests Stock(c) Recapitalization
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