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American National Completes Full Redemption of Outstanding Depositary Shares Representing Interests in its 6.625% Fixed-Rate Reset Non-Cumulative Preferred Stock, Series B

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American National (NYSE: ANG) completed the full redemption of all 12,000 outstanding shares of its 6.625% Series B preferred stock and the corresponding 12,000,000 depositary shares on October 6, 2025.

The redemption price was $25.00 per depositary share plus accrued but unpaid dividends through the redemption date. The company funded the Redemption with net proceeds from its previously announced $500,000,000 sale of 7.000% junior subordinated notes due 2055.

All rights in the Series B preferred and depositary shares have ceased except holders' rights to receive the Redemption Price. NYSE suspended trading of the depositary shares and filed Form 25 to delist them; the company intends to file Form 15 and expects deregistration to become effective about 90 days after filing.

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Positive

  • Completed redemption of 12,000 Series B preferred shares
  • Redemption funded with $500,000,000 net proceeds from notes issuance
  • Eliminates ongoing dividend obligations on Series B preferred shares

Negative

  • Issued $500,000,000 of 7.000% junior subordinated notes due 2055, adding fixed interest expense
  • Depositary shares delisted from NYSE and expected to be deregistered in ~90 days

Insights

Company redeemed all Series B depositary shares using proceeds from a new subordinated note offering; trading/deregistration steps underway.

The company completed redemption of all 12,000,000 depositary shares and corresponding Series B preferred shares at a $25.00 per depositary share redemption price on October 6, 2025, funded by net proceeds of a $500,000,000 offering of 7.000% junior subordinated notes due 2055. This replaces a fixed-rate preferred instrument with a junior subordinated note carrying a stated 7.000% coupon and a long maturity, changing the capital structure from preferred equity-like instruments to debt-like instruments.

Key dependencies and risks include the higher explicit interest obligation on the new notes versus the prior preferred dividend treatment and the perpetual or long-dated nature of the notes to 2055. The company also initiated delisting and deregistration steps for the depositary shares; holders must collect the redemption price through their brokers. Watch for the Form 15 filing and its effective deregistration roughly 90 days after filing, plus any disclosure of use of proceeds reconciliation in the next periodic filing.

Redemption removes a preferred tranche and introduces long-term subordinated notes, altering claim priority and ongoing cash interest needs.

The transaction extinguished all rights in the Series B preferred and depositary shares, leaving only the obligation to pay the redemption amount, and simultaneously added $500,000,000 of junior subordinated notes at 7.000%. That swaps a non-cumulative preferred claim for a contractual interest-bearing obligation that will appear as debt for many purposes and requires regular cash interest payments while outstanding.

Monitor upcoming SEC filings for the Form 15 and the Form 25 removal, and review upcoming financial statements for how the new notes are classified and for any covenant or subordination details disclosed; expect the immediate effect to show in the next quarterly balance sheet and interest expense line within the next reporting period.

HOUSTON, Oct. 06, 2025 (GLOBE NEWSWIRE) -- American National Group Inc. (the “Company”) (NYSE: ANG PRB) today announced that the Company has completed the previously announced redemption (the “Redemption”) of all the 12,000 outstanding shares of its 6.625% Fixed-Rate Reset Non-Cumulative Preferred Stock, Series B (the “Series B Preferred Stock”) and the corresponding 12,000,000 depositary shares, each representing a 1/1,000th interest in one share of Series B Preferred Stock (the “Depositary Shares”). The redemption price for the Depositary Shares was $25.00 per Depositary Share (equivalent to $25,000 per share of Series B Preferred Stock) plus an amount equal to any declared but unpaid dividends and the portion of the quarterly dividend attributable to 1/1,000th of a share of Series B Preferred Stock to the then-current dividend period that has not been declared and paid to, but excluding, the redemption date (which was October 6, 2025) (the “Redemption Date”, and such redemption price, the “Redemption Price”). The Company funded the Redemption Price with the net proceeds from its previously announced sale of $500,000,000 aggregate principal amount of the Company’s 7.000% Fixed-Rate Reset Junior Subordinated Notes due 2055.

None of the Series B Preferred Stock or Depositary Shares remain outstanding, and all rights with respect to such stock or depositary shares have ceased and terminated except only the right of the holders of the Depositary Shares to receive the Redemption Price, without interest. Investors in the Depositary Shares should contact the bank or broker through which they held a beneficial interest in the Depositary Shares for information about obtaining the Redemption Price for the Depositary Shares in which they had a beneficial interest.

In connection with the Redemption, the New York Stock Exchange (“NYSE”) has suspended trading of the Depositary Shares effective prior to the opening of trading on the Redemption Date. NYSE has filed with the Securities and Exchange Commission (the “SEC”) a notification of removal from listing and registration on Form 25 to effect the delisting of all of the Depositary Shares from NYSE. In addition, the Company intends to file a certification on Form 15 with the SEC requesting the termination of registration of all of the Depositary Shares. Deregistration of the Depositary Shares is expected to become effective 90 days after the Form 15 is filed.

ABOUT AMERICAN NATIONAL GROUP INC.

American National Group Inc. offers a broad array of insurance products and services, including retail and institutional annuities.  Business is conducted through its subsidiaries in all 50 U.S. states, the District of Columbia, Puerto Rico and Bermuda. For more information, please visit AmericanNational.com/home/about-us/investor-relations.

Forward-Looking Statements

All statements contained in this press release may contain forward-looking statements within the meaning of the Private Securities Litigation Reform Act of 1995, the Securities Act of 1933, as amended, or the Securities Exchange Act of 1934, as amended. Forward-looking statements give expectations or forecasts of future events and do not relate strictly to historical or current facts. They may relate to markets for our products, trends in our operations or financial results, strategic alternatives, future operations, strategies, plans, partnerships, investments, share buybacks and other financial developments. They use words and terms such as “anticipate,” “assume,” “believe,” “can,” “continue,” “could,” “enable,” “estimate,” “expect,” “foreseeable,” “goal,” “improve,” “intend,” “likely,” “may,” “model,” “objective,” “opportunity,” “outlook,” “plan,” “potential,” “project,” “remain,” “risk,” “seek,” “should,” “strategy,” “target,” “will,” “would,” and other words and terms of similar meaning or that are otherwise tied to future periods or future performance, in each case in all forms of speech and derivative forms, or similar words, as well as any projections of future events or results. Forward-looking statements, by their nature, are subject to a variety of assumptions, risks, and uncertainties that could cause actual results to differ materially from the results projected. Many of these risks and uncertainties cannot be controlled by the Company. Factors that may cause our actual decisions or results to differ materially from those contemplated by these forward-looking statements include, among other things, the factors set forth in the Company’s Annual Report on Form 10-K for the fiscal year ended December 31, 2024, as updated by the Company’s Quarterly Reports on Form 10-Q for the fiscal quarters ended March 31, 2025 and June 30, 2025 and any other documents we file with the SEC.

Forward-looking statements speak only as of the date the statement was made and the Company undertakes no obligation to update such forward-looking statements except as required by law. There can be no assurance that other factors not currently disclosed or anticipated by the Company will not materially adversely affect our results of operations or plans. Investors are cautioned not to place undue reliance on any forward-looking statements made by us or on our behalf.

Contact:Steven Schwartz
 Treasurer, Head of Investor Relations
 888-221-1234 ext. 3763
 sschwartz@american-equity.com

FAQ

What did American National (ANG) redeem on October 6, 2025?

The company redeemed all 12,000 Series B preferred shares and the corresponding 12,000,000 depositary shares on that date.

How much did the redemption of ANG PRB cost per depositary share?

The Redemption Price was $25.00 per depositary share plus any declared but unpaid dividends through October 6, 2025.

How was the ANG redemption funded?

The company funded the redemption with net proceeds from a $500,000,000 sale of 7.000% junior subordinated notes due 2055.

Will ANG depositary shares remain listed on the NYSE after the redemption?

No. NYSE suspended trading of the depositary shares and filed Form 25 to delist them.

What step will ANG take to stop SEC registration of the depositary shares?

The company intends to file Form 15 with the SEC to terminate registration; deregistration is expected about 90 days after filing.

How can investors receive the Redemption Price for ANG depositary shares?

Investors should contact the bank or broker through which they held their beneficial interest for instructions on receiving the Redemption Price.
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