Athene Holding Ltd. 8-K Summary
Business Context and Reporting Period
This Current Report on Form 8-K was filed by Athene Holding Ltd. on December 3, 2019. The filing details the entry into a new material definitive credit agreement and the simultaneous termination of a prior credit facility.
Key Financial Metrics and Debt Structure
The filing establishes a new unsecured revolving Credit Facility with the following terms:
- Total Commitment: Up to $1.25 billion, with an option to increase by up to $1.75 billion.
- Termination Date: December 3, 2024, subject to two potential one-year extensions.
- Interest Rates:
- Eurodollar Rate plus a margin of 1.000% to 1.625% (currently 1.25%).
- Base Rate plus a margin of 0.000% to 0.625% (currently 0.25%).
- Undrawn Commitment Fee: 0.100% to 0.300% (currently 0.15%).
- Financial Covenants:
- Minimum Consolidated Net Worth: $7,263,718,000.
- Maximum Consolidated Debt to Capitalization Ratio: 35%.
The filing does not provide specific values for revenue, profit, cash flow, or liquidity metrics beyond the covenant thresholds.
Material Changes
Effective December 3, 2019, the new Credit Facility replaced the Credit Agreement dated January 22, 2016. All commitments under the terminated facility were ended on this date. The new agreement involves Athene Holding Ltd. and its wholly-owned subsidiaries (Athene Life Re Ltd., Athene USA Corporation, and Athene Annuity Re) as borrowers, with cross-guarantees among the entities.
Outlook, Risks, and Covenants
The Credit Facility includes standard affirmative and negative covenants restricting:
- Additional indebtedness and guarantees by material subsidiaries.
- Creation of liens on assets or equity interests.
- Fundamental changes to the business.
- Certain affiliate transactions.
- Changes in the nature of the business.
Events of default include payment defaults, covenant breaches, material inaccuracies in representations, cross-defaults, and bankruptcy proceedings. Interest rates and fees are subject to adjustment based on the Company's Debt Rating.
Investor Verification Checklist
- Verify the current Debt Rating of Athene Holding Ltd. to confirm applicable interest margins and fees.
- Review the full text of the Credit Agreement (Exhibit 10.1) and Guaranty (Exhibit 10.2) for specific definitions of "Consolidated Net Worth" and "Consolidated Debt to Capitalization Ratio."
- Confirm whether the $1.75 billion accordion increase option has been exercised or if conditions for such an increase have been met.
- Monitor compliance with the 35% Debt to Capitalization Ratio covenant in subsequent quarterly filings.