Corebridge Financial Announces Effectiveness of Form S-4 Registration Statement and Launch of Exchange Offer

Rhea-AI Summary

Corebridge Financial (CRBG) has announced the effectiveness of its Form S-4 Registration Statement and the launch of an exchange offer for up to $500 million of its 6.050% Senior Notes due 2033. The exchange offer, which began on July 15, 2024, allows holders of the company's outstanding notes to exchange them for new notes registered under the Securities Act of 1933. The offer will expire on August 12, 2024, at 5:00 p.m. EDT, unless extended.

This exchange offer does not represent a new sale of securities but rather a registration of existing notes. Interested parties can obtain the exchange offer prospectus and related documents from The Bank of New York Mellon, the designated exchange agent for this transaction.

Positive

• Registration of $500 million in senior notes, potentially improving liquidity
• Compliance with Securities Act regulations, enhancing transparency for investors

Negative

• None.

Insights

Financial Analyst

Corebridge Financial's announcement regarding the effectiveness of its Form S-4 Registration Statement and the launch of a $500 million exchange offer for its 6.050% Senior Notes due 2033 is significant. This development impacts the company's debt structure and potentially its financial stability.

The exchange of old notes for new ones can be seen as a strategic move to enhance liquidity and improve the company's debt profile. By exchanging unregistered old notes with registered new notes, Corebridge aims to increase the attractiveness of its debt to a broader range of investors. This could lead to better trading liquidity and potentially lower interest costs in the long term.

From a retail investor's perspective, the key takeaway is that such moves often indicate a company's proactive approach to managing its financial obligations. This can be seen as a positive sign, reflecting management's commitment to maintaining a robust financial structure. However, investors should also consider the potential dilution of value and the overall impact on the company's balance sheet in the short term.

Overall, the exchange offer aligns with common industry practices for managing large debt obligations and improving financial flexibility. Investors should monitor how this exchange offer progresses and its subsequent impact on Corebridge's financial performance.

Legal Expert

The successful effectiveness of the Form S-4 Registration Statement and the launch of the exchange offer for Corebridge Financial's senior notes is a critical legal milestone. This process ensures that the company complies with U.S. securities regulations, specifically the Securities Act of 1933. Registering the new notes under this act provides legal clearance to offer these securities to the public, thereby broadening potential investor interest.

For retail investors, understanding the legal framework behind such an exchange is crucial. The registration under the Securities Act implies a higher level of scrutiny and disclosure, which generally translates to greater transparency and protection for investors.

Furthermore, the legal stipulations mentioned in the announcement regarding the states where the offer can be made highlight the importance of regulatory compliance. Any deviation from these rules could lead to legal repercussions, which could negatively impact the company's reputation and financial standing.

Overall, the legal aspects of this development are favorable for Corebridge Financial, as they enhance regulatory compliance and potential investor confidence.

Exchange Offer for up to $500 million of its 6.050% Senior Notes due 2033

HOUSTON--(BUSINESS WIRE)-- Corebridge Financial, Inc. (the “Company”) announced today that effective at 10:00 a.m. EDT on July 15, 2024, the U.S. Securities and Exchange Commission declared effective its previously filed Registration Statement on Form S-4 for the exchange of up to $500 million aggregate principal amount of its outstanding 6.050% Senior Notes due 2033 (the “Old Notes”) for a like principal amount of its 6.050% Senior Notes due 2033 (the “New Notes”), which have been registered under the Securities Act of 1933, as amended.

Accordingly, the Company announced that, effective July 15, 2024, it has launched its offer to exchange the Old Notes for the New Notes. This offer will expire at 5:00 p.m. EDT on August 12, 2024, unless otherwise extended.

This press release is not an offer to exchange the New Notes for the Old Notes, nor is it the solicitation of an offer to exchange, which the Company is making only through the exchange offer prospectus, dated July 15, 2024, together with the related letter of transmittal. There will not be any offer or sale of the New Notes in any state in which such offer, solicitation or sale would be unlawful prior to registration or qualification under the securities laws of any such state.

Copies of the exchange offer prospectus and related documents may be obtained from The Bank of New York Mellon, the exchange agent for the exchange offer, at the following address:

The Bank of New York Mellon
c/o BNY Mellon
Corporate Trust Operations – Reorganization Unit
500 Ross Street, Suite 625
Pittsburgh, Pennsylvania 15262
Attn: Meera Thillai
Email: CT_REORG_UNIT_INQUIRIES@bnymellon.com
Phone: (615) 381-1655

About Corebridge Financial

Corebridge Financial, Inc. (NYSE: CRBG) makes it possible for more people to take action in their financial lives. With more than $390 billion in assets under management and administration as of March 31, 2024, Corebridge Financial is one of the largest providers of retirement solutions and insurance products in the United States. We proudly partner with financial professionals and institutions to help individuals plan, save for and achieve secure financial futures. For more information, visit corebridgefinancial.com and follow us on LinkedIn and YouTube. These references with additional information about Corebridge have been provided as a convenience, and the information contained on such websites is not incorporated by reference into this press release.

View source version on businesswire.com: https://www.businesswire.com/news/home/20240715971318/en/

Işıl Müderrisoğlu (Investors): investorrelations@corebridgefinancial.com

Matt Ward (Media): media.contact@corebridgefinancial.com

Source: Corebridge Financial

FAQ

What is the purpose of Corebridge Financial's (CRBG) exchange offer announced on July 15, 2024?

The exchange offer allows holders of Corebridge Financial's outstanding 6.050% Senior Notes due 2033 to exchange them for new notes that are registered under the Securities Act of 1933, up to $500 million in aggregate principal amount.

When does Corebridge Financial's (CRBG) exchange offer for the 6.050% Senior Notes due 2033 expire?

The exchange offer is set to expire on August 12, 2024, at 5:00 p.m. EDT, unless extended by the company.

Who is the exchange agent for Corebridge Financial's (CRBG) note exchange offer launched on July 15, 2024?

The Bank of New York Mellon is serving as the exchange agent for Corebridge Financial's note exchange offer.

Does Corebridge Financial's (CRBG) exchange offer announced on July 15, 2024 represent a new sale of securities?

No, the exchange offer does not represent a new sale of securities. It is a registration of existing notes to comply with the Securities Act of 1933.