AIG 2013 Annual Report Download - page 346

At the Closing, we repaid to the FRBNY approximately $21 billion in cash, representing complete repayment of all
amounts owed under the FRBNY Credit Facility, and the FRBNY Credit Facility was terminated. The funds for the
repayment came from the net cash proceeds from our sale of 67 percent of the ordinary shares of AIA in its initial
public offering and from our sale of ALICO in 2010.
At the Closing, we drew down approximately $20.3 billion (the Series F Closing Drawdown Amount) under the
Department of the Treasury Commitment (Series F) pursuant to the Series F Securities Purchase Agreement (SPA).
The Series F Closing Drawdown Amount was the full amount remaining under the Department of the Treasury
Commitment (Series F), less $2 billion that we designated to be available after the closing for general corporate
purposes under a commitment relating to our Series G Preferred Stock described below (the Series G Drawdown
Right). Our right to draw on the Department of the Treasury Commitment (Series F) (other than the Series G
Drawdown Right) was terminated.
We used the Series F Closing Drawdown Amount to repurchase all of the FRBNY’s AIA SPV Preferred Interests and
the ALICO SPV Preferred Interests. We transferred the SPV Preferred Interests to the Department of the Treasury as
part of the consideration for the exchange of the Series F Preferred Stock (described below).
During the first quarter of 2011, the liquidation preference of the ALICO SPV Preferred Interests was paid down in
full. During the first quarter of 2012, the liquidation preference of the AIA SPV Preferred Interests was paid down in
full.
At the Closing, we and the Department of the Treasury amended and restated the Series F SPA to provide for the
issuance of 20,000 shares of Series G Preferred Stock by AIG to the Department of the Treasury. The Series G
Preferred Stock was issued with a liquidation preference of zero. Because the net proceeds to us from the
completion of the registered public offering of AIG Common Stock in May 2011 of $2.9 billion exceeded the
$2.0 billion Series G Drawdown Right, the Series G Drawdown Right was terminated and the Series G Preferred
Stock was cancelled immediately thereafter.
At the Closing:
• the shares of our Series C Preferred Stock held by the Trust were exchanged for 562,868,096 shares of newly
issued AIG Common Stock, which were subsequently transferred by the Trust to the Department of the Treasury;
• the shares of our Series E Preferred Stock held by the Department of the Treasury were exchanged for
924,546,133 newly issued shares of AIG Common Stock; and
• the shares of the Series F Preferred Stock held by the Department of the Treasury, were exchanged for (a) the
SPV Preferred Interests, (b) 20,000 shares of the Series G Preferred Stock (subsequently cancelled) and
(c) 167,623,733 shares of newly issued AIG Common Stock.
For a discussion of the Department of the Treasury’s sale of all of its ownership of AIG Common Stock, see Note 16
herein.
On January 19, 2011, as part of the Recapitalization, we issued to the holders of record of AIG Common Stock as of
January 13, 2011, by means of a dividend, ten-year warrants to purchase a total of 74,997,778 shares of AIG
Common Stock at an exercise price of $45.00 per share. We retained 67,650 of these warrants for tax withholding
purposes. No warrants were issued to the Trust, the Department of the Treasury or the FRBNY.
Repayment and Termination of the FRBNY Credit Facility
Repurchase and Exchange of SPV Preferred Interests
Issuance and Cancellation of Our Series G Preferred Stock
Exchange of Our Series C, E and F Preferred Stock for AIG Common Stock and Series G Preferred
Stock
Issuance of Warrants to Purchase AIG Common Stock
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AIG 2013 Form 10-K328
ITEM 8 / NOTE 24. RECAPITALIZATION
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