Athene Holding Ltd. Form 8-K Summary
Business Context and Reporting Period
This Current Report on Form 8-K was filed by Athene Holding Ltd. on June 26, 2026. The filing discloses the entry into two new definitive material credit agreements and the simultaneous termination of prior credit facilities. The Company is a Delaware corporation with principal executive offices in West Des Moines, Iowa.
Key Financial Metrics and Debt Structure
The filing details the establishment of two unsecured revolving credit facilities:
- Citibank Revolving Credit Agreement:
- Capacity: Up to $1.75 billion, with an accordion feature to increase to $2.50 billion.
- Maturity: June 26, 2031, subject to two 1-year extensions.
- Interest Rate: Term SOFR + 0.875% to 1.500% (currently 1.125%) or Base Rate + 0.000% to 0.500% (currently 0.125%).
- Undrawn Fee: 0.070% to 0.175% (currently 0.100%).
- Borrowers: Athene Holding Ltd., Athene Annuity Re Ltd., Athene Life Re Ltd., and Athene USA Corporation.
- Wells Fargo 364-Day Revolving Credit Agreement:
- Capacity: Up to $2.60 billion, with an accordion feature to increase to $3.10 billion.
- Maturity: June 25, 2027, subject to 364-day extensions or term-out options.
- Interest Rate: Term SOFR + 1.000% to 1.250% (currently 1.100%) or Base Rate + 0.000% to 0.250% (currently 0.100%).
- Undrawn Fee: 0.080% to 0.125% (currently 0.100%).
- Borrowers: Athene Annuity Re Ltd., Athene Life Re Ltd., and Athene Annuity and Life Company.
Material Changes Versus Prior Period
On June 26, 2026, the Company replaced its existing credit facilities:
- The new Citibank agreement replaced the Credit Agreement dated June 30, 2023.
- The new Wells Fargo agreement replaced the 364-Day Credit Agreement dated June 27, 2025.
- Commitments under the prior agreements were terminated or expired effective on the date of the new agreements.
Covenants, Risks, and Management Commentary
The new agreements include standard affirmative and negative covenants restricting liens, fundamental changes, affiliate transactions, and changes in the nature of business. Key financial covenants include:
- Citibank Agreement:
- Minimum Consolidated Net Worth: $22,059,963,000.
- Maximum Consolidated Debt to Capitalization Ratio: 40%.
- Wells Fargo Agreement:
- Minimum Consolidated Net Worth for AARe and subsidiaries: $26,231,407,821.
Interest rates and fees are subject to adjustment based on the Company's Debt Rating or the Financial Strength Rating of AARe. Events of default include payment defaults, covenant breaches, and bankruptcy proceedings, which could result in the acceleration of outstanding loans.
Investor Verification Checklist
- Verify the Company's current Debt Rating and AARe's Financial Strength Rating to confirm applicable interest margins and fees.
- Review the upcoming Form 10-Q for the quarter ending June 30, 2026, for the full text of the credit agreements and guaranty documents.
- Monitor compliance with the new minimum Consolidated Net Worth covenants ($22.06 billion for Citibank; $26.23 billion for Wells Fargo).
- Assess the impact of the 40% Debt to Capitalization Ratio covenant on future leverage capacity.
- Confirm whether the Company intends to utilize the accordion features to increase borrowing capacity to $2.50 billion (Citi) or $3.10 billion (Wells).