Filed pursuant to Rule 433

Pricing Term Sheet, dated March 31, 2020 relating to

Preliminary Prospectus Supplement, dated March 31, 2020 to

Prospectus, dated January 3, 2018

Registration No. 333-222392

 

 

Athene Holding Ltd.

Pricing Term Sheet

March 31, 2020

6.150% Senior Notes Due 2030 (the “Notes”)

This pricing term sheet supplements the preliminary prospectus supplement filed by Athene Holding Ltd. on March 31, 2020 (the “Preliminary Prospectus Supplement”) relating to its prospectus dated January 3, 2018.

 

Issuer:		Athene Holding Ltd. (“Issuer”)
Legal Format:		SEC Registered
Aggregate Principal Amount:		$500,000,000
Coupon:		6.150%
Ranking:		Senior Unsecured
Maturity Date:		April 3, 2030
Price to the Public:		99.808% of principal amount plus accrued interest, if any, from April 3, 2020
Net Proceeds to Issuer Before Expenses:		$495,790,000
Interest Payment Dates:		Semi-annually on April 3 and October 3 of each year, commencing on October 3, 2020
Day Count Convention:		30/360
Benchmark Treasury:		UST 1.500% Due February 15, 2030
Spread to Benchmark Treasury:		T + 550 bps
Benchmark Treasury Price/Yield:		107-27+ / 0.676%
Re-Offer Yield:		6.176%
Trade Date:		March 31, 2020
Settlement Date*:		April 3, 2020 (T+3)
Denominations:		$2,000 and integral multiples of $1,000 in excess thereof
Expected Security Ratings (S&P / Fitch)**:		BBB+ (Stable) / BBB (Stable)
Optional Redemption:		At any time and from time to time prior to January 3, 2030, the notes will be redeemable at the Issuer’s option, in whole or in part, for cash, at a redemption price equal to the greater of 100% of the principal amount of the notes to be redeemed plus accrued and unpaid interest thereon to, but excluding, the redemption date and the “Make-Whole Redemption Amount” calculated as described in the Preliminary Prospectus Supplement at the rate of T + 50 bps, plus accrued and unpaid interest thereon to, but excluding, the redemption date.   At any time and from time to time on or after January 3, 2030, the notes will be redeemable at the Issuer’s option, in whole or in part, for cash, at a redemption price equal to 100% of the principal amount of the notes to be redeemed, plus accrued and unpaid interest thereon to, but excluding, the redemption date.
CUSIP / ISIN:		04686JAB7 / US04686JAB70

Joint Book-Running Managers:		Barclays Capital Inc. J.P. Morgan Securities LLC RBC Capital Markets, LLC Wells Fargo Securities, LLC
Co-Managers:		BNP Paribas Securities Corp. BofA Securities, Inc. Citigroup Global Markets Inc. Goldman Sachs & Co. LLC

*    The issuer expects that delivery of the notes will be made to investors on or about April 3, 2020 which will be the three business day following the date of this pricing term sheet (such settlement being referred to as “T+3”). Under Rule 15c6-1 under the Securities Exchange Act of 1934, as amended, trades in the secondary market generally are required to settle in two business days, unless the parties to any such trade expressly agree otherwise. Accordingly, purchasers who wish to trade the notes prior to the delivery of the notes hereunder will be required, by virtue of the fact that the notes initially will settle T+3, to specify an alternate settlement cycle at the time of any such trade to prevent a failed settlement. Purchasers of the notes who wish to trade the notes prior to their date of delivery should consult their own advisor.

**    A securities rating is not a recommendation to buy, sell or hold securities and may be subject to revision or withdrawal at any time. Each of the securities ratings should be evaluated independently of any other security rating.

The Issuer has filed a shelf registration statement (including a prospectus) with the Securities and Exchange Commission (the “SEC”) for the offering to which this communication relates. Before you invest, you should read the prospectus in that shelf registration statement and other documents the Issuer has filed with the SEC for more complete information about the Issuer and this offering. You may get these documents for free by visiting EDGAR on the SEC Web site at www.sec.gov. Alternatively, a copy of the prospectus can be obtained by contacting Barclays Capital Inc. toll-free at (888) 603-5847, J.P. Morgan Securities LLC collect at (212) 834-4533, RBC Capital Markets LLC toll-free at (866) 375-6829 or Wells Fargo Securities, LLC toll-free at (800) 645-3751.

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