Item 1.01. Entry into a Material Definitive Agreement.
On November 23, 2020, American International Group, Inc. (the "Company" or
"AIG") entered into an amendment (the "Amendment") to the Fourth Amended and
Restated Credit Agreement, dated June 27, 2017, among the Company, the
subsidiary borrowers party thereto, the lenders party thereto, JPMorgan Chase
Bank, N.A., as Administrative Agent, and each Several L/C Agent party thereto
(the "Credit Agreement").
The Credit Agreement contains a minimum Consolidated Net Worth financial
covenant, which excludes accumulated other comprehensive income (or loss)
("AOCI") from the calculation of Consolidated Net Worth.
The Amendment modifies the definition of Consolidated Net Worth in the Credit
Agreement to include the cumulative unrealized gains and losses related to
Fortitude Reinsurance Company Ltd.'s ("Fortitude Re") funds withheld assets held
by AIG in support of Fortitude Re's reinsurance obligations to AIG in the
calculation of Consolidated Net Worth (which without the Amendment would be
excluded from the calculation as they are reported as part of AOCI). Other
portions of the definition of Consolidated Net Worth are not modified by the
Amendment, and all other terms and conditions of the Credit Agreement are
unchanged and remain in full force and effect.
The full text of the operative provisions of the Amendment are below:
The definition of Consolidated Net Worth in the Credit Agreement is amended in
its entirety to read as follows: "Consolidated Net Worth" means, at any date,
the total shareholders' equity of the Company and its Subsidiaries, determined
on a consolidated basis in accordance with GAAP; provided that there shall be
excluded from "Consolidated Net Worth" (a) accumulated other comprehensive
income (or loss) (adjusted for the Fortitude Re Adjustment Amount) and (b) all
noncontrolling interests (as determined in accordance with the Statement of
Financial Accounting Standards No. 160, entitled "Noncontrolling Interests in
Consolidated Financial Statements").
The following new defined term is added to Article I. Definitions of the Credit
Agreement: "Fortitude Re Adjustment Amount" means, at any date, the amount (if
any) of cumulative unrealized gains and losses related to Fortitude Re's Funds
Withheld Assets (as such term is used in the Company's most recent financial
statement delivered in accordance with Section 5.01) as included in accumulated
other comprehensive income (or loss).
Additional information regarding the Credit Agreement is contained in the
Company's Current Report on Form 8-K filed on June 27, 2017 .
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