MOODY'S CONTINUES TO REVIEW AMERICAN GENERAL CORP AND SUBSIDIARY DEBT RATINGS (SENOR DEBT AT A2) FOR UPGRADE; PLACES INSURANCE FINANCIAL STRENGTH RATINGS ON REVIEW FOR POSSIBLE UPGRADE
Approximately $18 Billion of Securities Affected
New York, May 11, 2001 -- Moody's Investors Service continues to review for possible upgrade the
A2 senior debt ratings of American General Corporation (AGC) and of American
General Finance Corporation (AGFC), its wholly owned finance subsidiary.
Other AGC long-term debt and affiliate preferred stock ratings
also remain on review for possible upgrade. At the same time,
the rating agency placed the Aa2 insurance financial strength rating of
Variable Annuity Life Insurance Company (VALIC), the Aa3 insurance
financial strength rating of American General Annuity Insurance Company
(AGAIC), and the Aa3 insurance financial strength ratings of other
AGC life insurance subsidiaries on review for possible upgrade.
The Prime-1 commercial paper ratings of AGC, AGFC,
and of American General Finance Inc. (AGFI -- AGFC's
holding company) were confirmed (see below for a complete listing of ratings
remaining on review for possible upgrade, placed on review for possible
upgrade, and confirmed).
The rating reviews and confirmations follow today's announcement by AGC
and American International Group, Inc. (AIG) that they have
signed a definitive agreement whereby AIG will acquire AGC in a tax-free,
all-stock transaction valued at $23 billion. The
transaction also provides for the termination of AGC's previous merger
agreement with Prudential plc, and for the payment by AGC to Prudential
of a $600 million termination fee. The transaction is expected
to close at year-end 2001, subject to various regulatory
and shareholder approvals.
According to the rating agency, the continuing review for possible
upgrade of the long-term debt and preferred stock ratings of AGC,
AGFC and other AGC affiliates (originally placed on review for possible
upgrade on March 12, 2001 following the definitive merger agreement
signed by AGC and Prudential plc) will focus on the potential funding
and other benefits of membership in AIG, a major global insurance
and financial services group, rated Aaa for senior debt.
The review will also focus on AGC's post-acquisition financial
leverage, fixed charge coverage, and capital, as well
as any implied, reputational or other forms of support from AIG
to AGC's debt, and particularly to AGFC's debt, whose ratings
have benefitted from support from AGC. The execution and integration
risks of combining two major financial service organizations will also
be reviewed.
Commenting on the review for possible upgrade of AGC's insurance financial
strength ratings, Moody's noted that the review will focus on the
potential revenue, earnings, and cost savings benefits that
may be realized by combining AGC's retirement services division (composed
of VALIC and AGAIC) with that of AIG, and the potential life insurance
revenue and earnings growth opportunities and diversification benefits
offered to AIG by the subsidiaries of AGC's life insurance division (see
complete list of AGC life insurance and retirement savings subsidiaries,
below). Any explicit support provided by AIG to the AGC life subsidiaries
will also be a rating consideration.
Expanding upon the AGC commercial paper confirmation, the rating
agency said that AGC's Prime-1 commercial paper rating demonstrates
its continuing superior ability to repay senior short-term obligations,
based on the strength of its operations. A Prime-1 rating
is Moody's highest short-term rating.
Regarding the AGFC and AGFI commercial paper rating confirmations,
Moody's noted that the Prime-1 ratings reflect its expectation
that the finance company would remain an important element of the combined
enterprise's business strategy, with continuing support from AGC.
The ratings are also based on AGFC's well-established presence
in the consumer finance industry and its sound historical performance.
RATING ACTIONS
The following ratings remain on review for possible upgrade:
American General Corporation: senior debt of A2; junior subordinated
debt of A3, as well as prospective ratings of (P)A2 senior debt,
(P)A3 senior subordinated debt, (P)A3 junior subordinated debt and
(P)"a2" preferred stock under a shelf registration;
American General Capital, L.L.C.: preferred
stock rating of "a2";
American General Institutional Capital A: preferred stock rating
of "a2";
American General Institutional Capital B: preferred stock rating
of "a2";
American General Capital I-III: preferred stock rating of
"a2";
American General Capital IV: preferred stock rating of (P)"a2";
Western National Corporation: senior debt of A2;
American General Finance Corporation: senior debt of A2; issuer
rating of A2; prospective senior debt rating of (P)A2;
The following ratings were placed on review for possible upgrade:
Variable Annuity Life Insurance Company: insurance financial strength
at Aa2;
American General Annuity Insurance Company: insurance financial
strength at Aa3;
American General Life & Accident Insurance Company: insurance
financial strength at Aa3;
American General Life Insurance Company: insurance financial strength
at Aa3;
Franklin Life Insurance Company: insurance financial strength at
Aa3;
Old Line Life Insurance Company: insurance financial strength at
Aa3;
United States Life Insurance Company in the City of New York: insurance
financial strength at Aa3;
All American Life Insurance Company: insurance financial strength
at Aa3.
The following ratings were confirmed:
American General Corporation: commercial paper rating at Prime-1;
American General Finance Corporation: commercial paper rating at
Prime-1, extendible commercial notes at Prime-1;
American General Finance, Inc.: commercial paper rating
at Prime-1;
CommoLoCo, Inc.: commercial paper rating at Prime-1;
American General Corporation is a U.S. financial services
company with key operations in the retirement services, life insurance
and consumer finance sectors. At March 31, 2001, the
company had consolidated GAAP equity of $8.3 billion and
consolidated GAAP assets of $124 billion. The company has
its headquarters in Houston, Texas.
Visit Moody's insurance website at www.moodys.com/insurance.
New York
Robert Riegel
Managing Director
Life Insurance Group
Moody's Investors Service
JOURNALISTS: (212) 553-0376
SUBSCRIBERS: (212) 553-1653
New York
Laura Bazer
VP - Senior Credit Officer
Life Insurance Group
Moody's Investors Service
JOURNALISTS: (212) 553-0376
SUBSCRIBERS: (212) 553-1653