AIG moves to spin off 2 units, reduce gov't debt
AIG takes steps to spin off 2 life insurance units, will reduce government debt by $25 billion
June 26, 2009
American International Group Inc. said Thursday it will reduce outstanding federal loans by $25 billion by giving the government a preferred stake in two units that will be spun off from the insurance giant.
AIG is placing two life insurance subsidiaries — American International Assurance Co. and American Life Insurance Co. — into special purpose vehicles ahead of planned initial public offerings. SPVs are entities sometimes set up ahead of the spinoff or sale of a unit to separate its operations from the parent company.
As part of the plan, the Federal Reserve Bank of New York will receive preferred interests in the SPVs which will eventually be independent companies once a public offering is completed.
The government rescued New York-based AIG last fall as the credit crisis worsened, giving the insurer $182.5 billion in loans and taking an 80 percent stake in the insurer. AIG, once the world's biggest insurer, was crippled by its financial products business, which underwrote risky credit derivatives contracts.
Under the plan announced Thursday, the Federal Reserve Bank of New York will receive preferred interests worth $16 billion in American International Assurance and $9 billion in American Life Insurance. The preferred interests represent an undisclosed percentage of the estimated market value of the two companies, AIG said.
"Presumably they've quietly been trying to sell off the blocks of business," but AIG executives felt the bids were insufficient and that a public offering would bring in more money, said Robert E. Wright, a professor of economics at New York University's Stern School of Business.
The role of the government in these offerings will be to ensure they receive as much money as possible for the taxpayers, said Len Blum, managing partner at investment bank Westwood Capital.
That means that when shares are sold, any money raised goes toward repaying the government, Blum said. Alternatively, if the money raised through the stock offerings remains at the companies, the government must ensure there are enough common shares issued to absorb any potential future losses. That will help protect the government's preferred interests since common stock takes losses before preferred shares, Blum noted.
The government stakes will cut AIG's outstanding debt owed on a credit facility with the Federal Reserve Bank of New York to $15 billion from $40 billion. It will also reduce the size of the credit facility available to AIG from the bank to $35 billion from $60 billion. That facility and the new stakes in the SPVs are part of a group of taxpayer-funded investments the government has made to help keep AIG from collapsing.
Aside from the credit facility from the Federal Reserve Bank of New York, AIG's loan package includes $40 billion it received from the Treasury Department last fall as part of the government's $700 billion Troubled Asset Relief Program. Another $30 billion in funding through TARP had not been drawn upon as of the end of the first quarter.
In an effort to repay the government, AIG is selling some assets and spinning off others. However, its assets are valued at just $94 billion to $122 billion, according to Credit Suisse. That amount includes AIG's profitable international insurance business and aircraft leasing unit.
If sold today, though, the troubled insurer would likely fetch a much lower price because of a so-called "distressed discount." The cost of winding down the company's portfolio of illiquid securities, for example, would trim $33 billion from AIG's value, Credit Suisse said in a recent report. That would put AIG's sale value at around $82 billion — less than half of what the government has poured into the firm.
AIG has announced or completed 16 asset sales since last fall. Among the eight it has disclosed sales prices for, AIG has raised more than $5.4 billion.
AIG first discussed a possible spinoff or outright sale of the two life insurance divisions in March. At the time, AIG said it would place American Life Insurance, known as ALICO, and American International Assurance, known as AIA Group, into SPVs.
ALICO is an international life insurance firm that operates in more than 50 countries around the world offering life and health insurance. AIA Group is an Asian life insurer with more than 20 million customers.
"The Asian institutions were viewed as the jewels of AIG's crown," said Russell Walker, a risk management professor at Northwestern University's Kellogg School of Management. "A few years ago, they would've commanded a tremendous price and probably sparked a bidding war."
Now, AIG is unlikely to get the full long-term value of the companies because the market isn't as strong as it was earlier this decade, Walker said.
AIG will continue to hold common and preferred stakes in the two SPVs. It will raise additional capital, which could be used to further reduce the government loans, once it sells common shares in the two life insurers. AIG said the timing for the public offerings would depend on market conditions.
AIG has previously said it also plans to spin off AIU Holdings, its property and casualty insurance business.
Shares of AIG rose 1 cent to $1.43.
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