Business Context and Reporting Period
This Form 8-K Current Report was filed by American Express Company on August 2, 2006, covering events occurring on August 1, 2006. The filing details the issuance of new debt securities to raise capital.
Key Financial Metrics
- Debt Issuance: $750,000,000 aggregate principal amount of 6.80% Subordinated Debentures.
- Maturity Date: September 1, 2036, with an automatic extension to September 1, 2066.
- Issuance Price: $987.06 per security.
- Underwriters: Citigroup Global Markets Inc. and Goldman, Sachs & Co. served as representatives.
- Revenue, Profit, and Cash Flow: The filing text does not provide a clear value for these operating metrics.
Material Changes
The primary material change is the increase in long-term subordinated debt obligations by $750 million. This transaction was executed pursuant to a Terms Agreement and a Prospectus Supplement dated July 27, 2006, referencing a Registration Statement on Form S-3 filed in 2004.
Guidance, Outlook, and Risks
The filing does not contain management commentary, forward-looking guidance, or specific risk factors beyond the standard terms of the debt issuance. The transaction is governed by an Indenture dated May 1, 1997, as supplemented by the First Supplemental Indenture dated August 1, 2006.
Investor Verification Checklist
- Verify the total net proceeds received after underwriting discounts and issuance costs.
- Review the First Supplemental Indenture (Exhibit 4.1) for specific covenants and subordination terms.
- Confirm the impact of the new debt on the company's overall leverage ratios and liquidity position.
- Check subsequent filings for the use of proceeds from this $750 million issuance.